485BPOS 1 fi485b.htm FUNDAMENTAL INVESTORS, INC. fi485b.htm
SEC File Nos. 002-10760
811-00032

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549
__________________

FORM N-1A

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

Post-Effective Amendment No. 96 (X)

and

REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940

Amendment No. 39 (X)
__________________

FUNDAMENTAL INVESTORS, INC.
(Exact Name of Registrant as Specified in Charter)

One Market, Steuart Tower, Suite 1800, San Francisco, California 94105-1409
(Address of Principal Executive Offices) (ZIP Code)

Registrant's Telephone Number, Including Area Code:  (415) 421-9360
__________________

Patrick F. Quan
Secretary
Fundamental Investors, Inc.
One Market
Steuart Tower, Suite 1800
San Francisco, California 94105-1409

(Name and Address of Agent for Service)

Copy to:

Michael Glazer
Paul, Hastings, Janofsky & Walker, LLP
515 South Flower Street
Los Angeles, California 90071-2228
(Counsel for the Registrant)
__________________

Approximate date of proposed public offering:

[X] It is proposed that this filing will become effective on March 1, 2009, pursuant to paragraph (b) of Rule 485.
 
....
<PAGE>





[Logo - American Funds/(R)/]            The right choice for the long term/(R)/




Fundamental Investors/SM/




PROSPECTUS




 March 1, 2009








TABLE OF CONTENTS

 1    Risk/Return summary
 5    Fees and expenses of the fund
 7    Investment objective, strategies and risks
11    Management and organization
14    Shareholder information
15    Choosing a share class
18    Purchase and exchange of shares
23    Sales charges
26    Sales charge reductions and waivers
29    Rollovers from retirement plans to IRAs
29    Plans of distribution
30    Other compensation to dealers
30    How to sell shares
32    Distributions and taxes
34    Financial highlights



 THE SECURITIES AND EXCHANGE COMMISSION HAS NOT APPROVED OR DISAPPROVED OF
 THESE SECURITIES. FURTHER, IT HAS NOT DETERMINED THAT THIS PROSPECTUS IS
 ACCURATE OR COMPLETE. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL
 OFFENSE.










<PAGE>

Risk/Return summary

The fund seeks to make your investment grow and provide you with income over
time by investing primarily in common stocks of large, established companies
that offer growth potential at reasonable prices. The fund may also invest
significantly in securities of issuers domiciled outside the United States.

The fund is designed for investors seeking both capital appreciation and income.
Your investment in the fund is subject to risks, including the possibility that
the fund's income and the value of its portfolio holdings may fluctuate in
response to events specific to the companies or markets in which the fund
invests, as well as economic, political or social events in the United States or
abroad.

Although all securities in the fund's portfolio may be adversely affected by
currency fluctuations or global economic, political or social instability,
securities issued by entities based outside the United States may be affected to
a greater extent.

Your investment in the fund is not a bank deposit and is not insured or
guaranteed by the Federal Deposit Insurance Corporation or any other government
agency, entity or person.

YOU MAY LOSE MONEY BY INVESTING IN THE FUND. THE LIKELIHOOD OF LOSS MAY BE
GREATER IF YOU INVEST FOR A SHORTER PERIOD OF TIME.


                                       1

Fundamental Investors / Prospectus


<PAGE>

HISTORICAL INVESTMENT RESULTS

The bar chart below shows how the fund's investment results have varied from
year to year, and the Investment Results table on page 4 shows how the fund's
average annual total returns for various periods compare with different broad
measures of market performance. This information provides some indication of the
risks of investing in the fund. All fund results reflect the reinvestment of
dividends and capital gain distributions, if any. Unless otherwise noted, fund
results reflect any fee waivers and/or expense reimbursements in effect during
the period presented. Past results (before and after taxes) are not predictive
of future results.


CALENDAR YEAR TOTAL RETURNS FOR CLASS A SHARES
(Results do not include a sales charge; if a sales charge were included,
results would be lower.)

[begin bar chart]

1999            24.58%
2000             4.27
2001            -9.55
2002           -17.34
2003            31.96
2004            13.91
2005            11.68
2006            19.24
2007            13.55
2008           -39.70

[end bar chart]


Highest/Lowest quarterly results during this time period were:




HIGHEST                   16.28%  (quarter ended December 31, 2003)
LOWEST                   -23.34%  (quarter ended December 31, 2008)






                                       2

                                             Fundamental Investors / Prospectus
<PAGE>



Unlike the bar chart on the previous page, the Investment Results table on the
following page reflects, as required by Securities and Exchange Commission
rules, the fund's investment results with the following maximum initial or
contingent deferred sales charges imposed:

 . Class A share results reflect the maximum initial sales charge of 5.75%. This
   charge is reduced for purchases of $25,000 or more and eliminated for
   purchases of $1 million or more.

 . Class B share results reflect the applicable contingent deferred sales
   charge. For example, results for the one-year period shown reflect a
   contingent deferred sales charge of 5%. These charges begin to decline one
   year after purchase and are eliminated six years after purchase.

 . Class C share results for the one-year period shown reflect a contingent
   deferred sales charge of 1%, which applies only if shares are sold within one
   year of purchase.

 . Class 529-E and Class F shares are sold without any initial or contingent
   deferred sales charge.

Results would be higher if calculated without sales charges. The references
above to Class A, B, C or F-1 sales charges also apply to the corresponding
Class 529-A, 529-B, 529-C or 529-F-1 sales charges. Unless otherwise noted,
references in this prospectus to Class F shares refer to both Class F-1 and F-2
shares.

The Investment Results table shows the fund's results on both a pretax and
after-tax basis, as required by Securities and Exchange Commission rules.
After-tax returns are shown only for Class A shares; after-tax returns for other
share classes will vary. Total returns shown "after taxes on distributions"
reflect the effect of taxes on distributions (for example, dividends or capital
gain distributions) by the fund. Total returns shown "after taxes on
distributions and sale of fund shares" assume that you sold your fund shares at
the end of the particular time period and, as a result, reflect the effect of
both taxes on distributions by the fund and taxes on any gain or loss realized
upon the sale of the shares. After-tax returns are calculated using the highest
individual federal income tax rates in effect during each year of the periods
shown and do not reflect the impact of state and local taxes.

YOUR ACTUAL AFTER-TAX RETURNS DEPEND ON YOUR INDIVIDUAL TAX SITUATION AND LIKELY
WILL DIFFER FROM THE RESULTS SHOWN BELOW. IN ADDITION, AFTER-TAX RETURNS MAY NOT
BE RELEVANT IF YOU HOLD YOUR FUND SHARES THROUGH A TAX-DEFERRED ARRANGEMENT,
SUCH AS A 401(K) PLAN, INDIVIDUAL RETIREMENT ACCOUNT (IRA) OR 529 COLLEGE
SAVINGS PLAN.

Unlike the Investment Results table on page 4, the Additional Investment Results
table on page 9 reflects the fund's results calculated without sales charges.


                                       3

Fundamental Investors / Prospectus


<PAGE>




 INVESTMENT RESULTS (WITH MAXIMUM SALES CHARGES)
 AVERAGE ANNUAL TOTAL RETURNS FOR PERIODS ENDED DECEMBER 31, 2008:

                                      1 YEAR   5 YEARS  10 YEARS   LIFETIME/1/
-------------------------------------------------------------------------------

 CLASS A -- FROM 8/1/78
 Before taxes                         -43.16%  -0.42%    2.30%       11.63%
 After taxes on distributions         -43.37   -0.96     1.41          N/A
 After taxes on distributions and     -27.63   -0.13     1.83          N/A
sale of fund shares
-------------------------------------------------------------------------------






                                      1 YEAR   5 YEARS   LIFETIME/1/
---------------------------------------------------------------------

 CLASS B -- FIRST SOLD 3/15/00
 Before taxes                         -43.08%  -0.35%       0.07%
---------------------------------------------------------------------
 CLASS C -- FIRST SOLD 3/15/01
 Before taxes                         -40.75   -0.06        0.40
---------------------------------------------------------------------
 CLASS F-1 -- FIRST SOLD 3/15/01
 Before taxes                         -39.69    0.74        1.20
---------------------------------------------------------------------
 CLASS 529-A -- FIRST SOLD 2/15/02
 Before taxes                         -43.18   -0.49        1.29
---------------------------------------------------------------------
 CLASS 529-B -- FIRST SOLD 2/19/02
 Before taxes                         -43.14   -0.49        1.56
---------------------------------------------------------------------
 CLASS 529-C -- FIRST SOLD 2/15/02
 Before taxes                         -40.80   -0.14        1.32
---------------------------------------------------------------------
 CLASS 529-E -- FIRST SOLD 3/7/02
 Before taxes                         -39.90    0.38        1.03
---------------------------------------------------------------------
 CLASS 529-F-1 -- FIRST SOLD 9/23/02
 Before taxes                         -39.59    0.82        6.09
---------------------------------------------------------------------






                               1 YEAR     5 YEARS    10 YEARS     LIFETIME/2/
-------------------------------------------------------------------------------

 INDEXES (BEFORE TAXES)
 S&P 500/3/                    -36.99%    -2.19%      -1.38%        10.74%
 Lipper Growth & Income        -37.54     -2.12       -0.24         10.04
Funds Index/4/
 MSCI World Index/5/           -40.33      0.00       -0.19          9.78
 Class A annualized 30-day yield at December 31, 2008: 2.04%/6/
 (For current yield information, please call American FundsLine/(R)/ at
800/325-3590.)




1  Lifetime results for Class A shares are measured from August 1, 1978, when
   Capital Research and Management Company became the fund's investment adviser.
   Lifetime results for other share classes are measured from the date the share
   class was first sold.
2  Lifetime results for the index(es) shown are measured from the date Capital
   Research and Management Company became the fund's investment adviser. The funds
   or securities that compose each index may vary over time.

3  Standard & Poor's 500 Composite Index is a market capitalization-weighted
   index based on the average weighted performance of 500 widely held common
   stocks. This index is unmanaged and its results include reinvested dividends
   and/ or distributions, but do not reflect sales charges, commissions, expenses
   or taxes.
4  Lipper Growth & Income Funds Index is an equally weighted index of funds that
   combine a growth-of-earnings orientation and an income requirement for level
   and/or rising dividends. The results of the underlying funds in the index
   include the reinvestment of dividends and capital gain distributions, as well
   as brokerage commissions paid by the funds for portfolio transactions, but do
   not reflect sales charges or taxes.

5  MSCI World Index is a free float-adjusted, market capitalization weighted
   index that is designed to measure equity market performance of developed
   markets. The index consists of 23 developed country indexes, including the
   United States. This index is unmanaged and its results include reinvested
   dividends and/or distributions, but do not reflect sales charges, commissions,
   expenses or taxes.
6  Reflects a fee waiver (2.02% without the waiver) as described in the Annual
   Fund Operating Expenses table under "Fees and expenses of the fund."


                                       4

                                             Fundamental Investors / Prospectus
<PAGE>

Fees and expenses of the fund

These tables describe the fees and expenses that you may pay if you buy and hold
shares of the fund.


 SHAREHOLDER FEES (PAID DIRECTLY FROM YOUR INVESTMENT)

                        CLASS A/1/  CLASS B/1/  CLASS C/1/  CLASS 529-E/2/   CLASS F/1,3/
--------------------------------------------------------------------------------------------

 Maximum initial sales
 charge on purchases    5.75%/4/       none        none          none             none
 (as a percentage of
 offering price)
--------------------------------------------------------------------------------------------
 Maximum sales charge      none        none        none          none             none
 on reinvested
 dividends
--------------------------------------------------------------------------------------------
 Maximum contingent      none/5/    5.00%/6/    1.00%/7/         none             none
 deferred sales charge
--------------------------------------------------------------------------------------------
 Redemption or             none        none        none          none             none
 exchange fees







 ANNUAL FUND OPERATING EXPENSES (DEDUCTED FROM FUND ASSETS)/8/

                        CLASS A  CLASS B  CLASS C  CLASS F-1   CLASS F-2/14/
-------------------------------------------------------------------------------

 Management fees/9/      0.25%    0.25%    0.25%     0.25%          0.25%
-------------------------------------------------------------------------------
 Distribution and/or     0.24     1.00     1.00      0.25           none
 service (12b-1)
 fees/10/
-------------------------------------------------------------------------------
 Other expenses/11/      0.14     0.14     0.18      0.12           0.17
-------------------------------------------------------------------------------
 Total annual fund       0.63     1.39     1.43      0.62           0.42
 operating expenses/9/
                         CLASS    CLASS    CLASS     CLASS          CLASS

                         529-A    529-B    529-C     529-E         529-F-1
-------------------------------------------------------------------------------
 Management fees/9/      0.25%    0.25%    0.25%     0.25%          0.25%
-------------------------------------------------------------------------------
 Distribution and/or     0.20     1.00     1.00      0.50           0.00
 service (12b-1)
 fees/12/
-------------------------------------------------------------------------------
 Other                   0.23     0.25     0.24      0.23           0.23
 expenses/11,13/
-------------------------------------------------------------------------------
 Total annual fund       0.68     1.50     1.49      0.98           0.48
 operating expenses/9/




1  Includes corresponding 529 share class. Accounts holding these 529 shares are
   subject to a $10 account setup fee and an annual $10 account maintenance fee,
   which are not reflected in this table.
2  Available only to employer-sponsored 529 plans. Accounts holding these shares
   are subject to a $10 account setup fee and an annual $10 account maintenance
   fee, which are not reflected in this table.
3  Class F-1, F-2 and 529-F-1 shares are generally available only to fee-based
   programs of investment dealers that have special agreements with the fund's
   distributor and to certain registered investment advisers.
4  The initial sales charge is reduced for purchases of $25,000 or more and
   eliminated for purchases of $1 million or more.
5  A contingent deferred sales charge of 1.00% applies on certain redemptions
   made within one year following purchases of $1 million or more made without an
   initial sales charge.
6  The contingent deferred sales charge is reduced one year after purchase and
   eliminated six years after purchase.
7  The contingent deferred sales charge is eliminated one year after purchase.

8  Based on amounts incurred in the fund's previous fiscal year, except as
   otherwise noted.
9  The fund's investment adviser waived a portion of its management fees from
   September 1, 2004, through December 31, 2008. Management fees and total annual
   fund operating expenses in the table do not reflect any waiver. Information
   regarding the effect of any waiver on total annual fund operating expenses can
   be found in the Financial Highlights table in this prospectus and in the fund's
   annual report.
10 Class A and F-1 12b-1 fees may not exceed .25% and .50%, respectively, of
   each class's average net assets annually. Class B and C 12b-1 fees may not
   exceed 1.00% of each class's average net assets annually.

11 Includes custodial, legal, transfer agent and subtransfer agent/recordkeeping
   payments and various other expenses. Subtransfer agent/recordkeeping payments
   may be made to third parties (including affiliates of the fund's investment
   adviser) that provide subtransfer agent, recordkeeping and/or shareholder
   services with respect to certain shareholder accounts in lieu of the transfer
   agent providing such services. The amount paid for subtransfer
   agent/recordkeeping services varies depending on the share class and services
   provided, and typically ranges from $3 to $19 per account.
12 Class 529-A and 529-F-1 12b-1 fees may not exceed .50% of each class's
   average net assets annually. Class 529-B and 529-C 12b-1 fees may not exceed
   1.00% of each class's average net assets annually. Class 529-E 12b-1 fees may
   not exceed .75% of the class's average net assets annually.
13 Includes up to a maximum of .10% paid to a state or states for oversight and
   administrative services.

14 Based on estimated amounts for the current fiscal year.


                                       5

Fundamental Investors / Prospectus


<PAGE>

EXAMPLES

The examples below are intended to help you compare the cost of investing in the
fund with the cost of investing in other mutual funds. The examples assume that
you invest $10,000 in the fund for the time periods indicated, that your
investment has a 5% return each year, that all dividends and capital gain
distributions are reinvested, and that the fund's operating expenses remain the
same as shown above. The examples do not reflect the impact of any fee waivers
or expense reimbursements. The examples assuming redemption do not reflect the
effect of any taxable gain or loss at the time of the redemption.

Although your actual costs may be higher or lower, based on these assumptions,
your cumulative estimated expenses would be:



                                           1 YEAR  3 YEARS  5 YEARS   10 YEARS
-------------------------------------------------------------------------------

 Class A/1/                                 $636    $765    $  906     $1,316
-------------------------------------------------------------------------------
 Class B -- assuming redemption/2/           642     840       961      1,461
-------------------------------------------------------------------------------
 Class B -- assuming no redemption/3/        142     440       761      1,461
-------------------------------------------------------------------------------
 Class C -- assuming redemption/4/           246     452       782      1,713
-------------------------------------------------------------------------------
 Class C -- assuming no redemption           146     452       782      1,713
-------------------------------------------------------------------------------
 Class F-1 -- excluding intermediary          63     199       346        774
fees/5/
-------------------------------------------------------------------------------
 Class F-2 -- excluding intermediary          43     135       235        530
fees/5/
-------------------------------------------------------------------------------
 Class 529-A/1,6/                            660     819       991      1,478
-------------------------------------------------------------------------------
 Class 529-B -- assuming                     672     913     1,076      1,670
redemption/2,6/
-------------------------------------------------------------------------------
 Class 529-B -- assuming no                  172     513       876      1,670
redemption/3,6/
-------------------------------------------------------------------------------
 Class 529-C -- assuming                     271     510       870      1,879
redemption/4,6/
-------------------------------------------------------------------------------
 Class 529-C -- assuming no redemption/6/    171     510       870      1,879
-------------------------------------------------------------------------------
 Class 529-E/6/                              120     351       600      1,305
-------------------------------------------------------------------------------
 Class 529-F-1 -- excluding intermediary      69     194       328        710
fees/5,6/



1  Reflects the maximum initial sales charge.
2  Reflects applicable contingent deferred sales charges through year six and
   Class A or 529-A expenses for years nine and 10 because Class B and 529-B
   shares automatically convert to Class A and 529-A shares, respectively, in the
   month of the eight-year anniversary of the purchase date.
3  Reflects Class A or 529-A expenses for years nine and 10 because Class B and
   529-B shares automatically convert to Class A and 529-A shares, respectively,
   in the month of the eight-year anniversary of the purchase date.
4  Reflects a contingent deferred sales charge in the first year.
5  Does not include fees charged by financial intermediaries, which are
   independent of fund expenses and will increase the overall cost of your
   investment. Intermediary fees typically range from .75% to 1.50% of assets
   annually depending on the services offered.

6  Reflects a $10 account setup fee and an annual $10 account maintenance fee.



                                       6

                                             Fundamental Investors / Prospectus
<PAGE>

Investment objective, strategies and risks

The fund's investment objective is to achieve long-term growth of capital and
income. The fund invests primarily in common stocks or securities convertible
into common stocks and may invest significantly in securities of issuers
domiciled outside the United States and Canada and not included in the Standard
& Poor's 500 Composite Index.

The prices of, and the income generated by, securities held by the fund may
decline in response to certain events, including those directly involving the
companies whose securities are owned by the fund; conditions affecting the
general economy; overall market changes; local, regional or global political,
social or economic instability; and currency, interest rate and commodity price
fluctuations.

Investments in securities issued by entities based outside the United States may
be subject to the risks described above to a greater extent and may also be
affected by currency fluctuations and controls; different accounting, auditing,
financial reporting, and legal standards and practices in some countries;
expropriation; changes in tax policy; greater market volatility; differing
securities market structures; higher transaction costs; and various
administrative difficulties, such as delays in clearing and settling portfolio
transactions or in receiving payment of dividends. These risks may be heightened
in connection with investments in developing countries. Investments in
securities issued by entities domiciled in the United States may also be subject
to many of these risks.

The fund may also hold cash or money market instruments. The percentage of the
fund invested in such holdings varies and depends on various factors, including
market conditions and purchases and redemptions of fund shares. A larger
percentage of such holdings could moderate the fund's investment results in a
period of rising market prices.

A larger percentage of cash or money market instruments could reduce the
magnitude of the fund's loss in a period of falling market prices and provide
liquidity to make additional investments or to meet redemptions.

The fund relies on the professional judgment of its investment adviser to make
decisions about the fund's portfolio investments. The basic investment
philosophy of the investment adviser is to seek to invest in attractively valued
companies that, in its opinion, represent above-average, long-term investment
opportunities. The investment adviser believes that an important way to
accomplish this is through fundamental analysis, which may include meeting with
company executives and employees, suppliers, customers and competitors.
Securities may be sold when the investment adviser believes that they no longer
represent relatively attractive investment opportunities.


                                       7

Fundamental Investors / Prospectus


<PAGE>

OTHER IMPORTANT INVESTMENT PRACTICES

In addition to the principal investment strategies described above, the fund has
other investment practices that are described in this prospectus and in the
statement of additional information.

The fund may invest to a limited extent in lower quality debt securities rated
Ba1 and BB+ or below or unrated but determined by the investment adviser to be
of equivalent quality. The prices of debt securities fluctuate depending on such
factors as changing interest rates, effective maturities and credit ratings. For
example, their prices generally decline when interest rates rise and vice versa.
Lower quality or longer maturity debt securities generally have higher rates of
interest and may be subject to greater price fluctuations than higher quality or
shorter maturity debt securities.

ADDITIONAL INVESTMENT RESULTS

Unlike the Investment Results table on page 4, the table on page 9 reflects the
fund's results calculated without sales charges.


                                       8

                                             Fundamental Investors / Prospectus
<PAGE>





 ADDITIONAL INVESTMENT RESULTS (WITHOUT SALES CHARGES)
 AVERAGE ANNUAL TOTAL RETURNS FOR PERIODS ENDED DECEMBER 31, 2008:
                                      1 YEAR   5 YEARS  10 YEARS   LIFETIME/1/
-------------------------------------------------------------------------------

 CLASS A -- FROM 8/1/78
 Before taxes                         -39.70%   0.76%    2.90%       11.85%
 After taxes on distributions         -39.92    0.22     2.01          N/A
 After taxes on distributions and     -25.35    0.88     2.36          N/A
sale of fund shares
-------------------------------------------------------------------------------







                                      1 YEAR   5 YEARS   LIFETIME/1/
---------------------------------------------------------------------

 CLASS B -- FIRST SOLD 3/15/00
 Before taxes                         -40.14%   0.00%       0.07%
---------------------------------------------------------------------
 CLASS C -- FIRST SOLD 3/15/01
 Before taxes                         -40.16   -0.06        0.40
---------------------------------------------------------------------
 CLASS F-1 -- FIRST SOLD 3/15/01
 Before taxes                         -39.69    0.74        1.20
---------------------------------------------------------------------
 CLASS 529-A -- FIRST SOLD 2/15/02
 Before taxes                         -39.71    0.69        2.17
---------------------------------------------------------------------
 CLASS 529-B -- FIRST SOLD 2/19/02
 Before taxes                         -40.20   -0.14        1.56
---------------------------------------------------------------------
 CLASS 529-C -- FIRST SOLD 2/15/02
 Before taxes                         -40.21   -0.14        1.32
---------------------------------------------------------------------
 CLASS 529-E -- FIRST SOLD 3/7/02
 Before taxes                         -39.90    0.38        1.03
---------------------------------------------------------------------
 CLASS 529-F-1 -- FIRST SOLD 9/23/02
 Before taxes                         -39.59    0.82        6.09
---------------------------------------------------------------------







                            1 YEAR     5 YEARS     10 YEARS      LIFETIME/2/
-------------------------------------------------------------------------------

 INDEXES (BEFORE TAXES)
 S&P 500/3/                -36.99%      -2.19%      -1.38%          10.74%
 Lipper Growth & Income    -37.54       -2.12       -0.24           10.04
Funds Index/4/
 MSCI World Index/5/       -40.33        0.00       -0.19            9.78
 Class A distribution rate at December 31, 2008: 2.30%/6/
 (For current distribution rate information, please call American FundsLine
at 800/325-3590.)




1  Lifetime results for Class A shares are measured from August 1, 1978, when
   Capital Research and Management Company became the fund's investment adviser.
   Lifetime results for other share classes are measured from the date the share
   class was first sold.
2  Lifetime results for the index(es) shown are measured from the date Capital
   Research and Management Company became the fund's investment adviser. The funds
   or securities that compose each index may vary over time.

3  Standard & Poor's 500 Composite Index is a market capitalization-weighted
   index based on the average weighted performance of 500 widely held common
   stocks. This index is unmanaged and its results include reinvested dividends
   and/ or distributions, but do not reflect sales charges, commissions, expenses
   or taxes.
4  Lipper Growth & Income Funds Index is an equally weighted index of funds that
   combine a growth-of-earnings orientation and an income requirement for level
   and/or rising dividends. The results of the underlying funds in the index
   include the reinvestment of dividends and capital gain distributions, as well
   as brokerage commissions paid by the funds for portfolio transactions, but do
   not reflect sales charges or taxes.

5  MSCI World Index is a free float-adjusted, market capitalization weighted
   index that is designed to measure equity market performance of developed
   markets. The index consists of 23 developed country indexes, including the
   United States. This index is unmanaged and its results include reinvested
   dividends and/or distributions, but do not reflect sales charges, commissions,
   expenses or taxes.
6  The distribution rate is based on actual dividends paid to Class A
   shareholders over a 12-month period. Capital gain distributions, if any, are
   added back to net asset value to determine the rate.


                                       9

Fundamental Investors / Prospectus


<PAGE>


[begin pie chart]

INDUSTRY SECTOR DIVERSIFICATION AS OF DECEMBER 31, 2008 (PERCENT OF NET ASSETS)

Health care	                                           11.87%
Industrials  	                                           12.24%
Information technology                                     17.61%
Energy                                                     10.54%
Financials                                                  7.58%
Other industries	                                   28.19%
Bonds & notes                                               0.15%
Short-term securities & other assets less liabilities	   11.82%

[end pie chart]





PERCENT INVESTED BY COUNTRY AS OF DECEMBER 31, 2008     PERCENT OF NET ASSETS
-------------------------------------------------------------------------------

United States                                                   65.0%
-------------------------------------------------------------------------------
Euro zone*                                                       9.1
-------------------------------------------------------------------------------
Canada                                                           3.9
-------------------------------------------------------------------------------
Japan                                                            1.7
-------------------------------------------------------------------------------
Switzerland                                                      3.4
-------------------------------------------------------------------------------
United Kingdom                                                   2.5
-------------------------------------------------------------------------------
Other countries                                                  2.4
-------------------------------------------------------------------------------
Bonds, short-term securities & other assets less                12.0
liabilities
-------------------------------------------------------------------------------




* Countries using the euro as a common currency; those represented in the fund's
 portfolio are Finland, France, Germany, Ireland, Italy and the Netherlands.

Because the fund is actively managed, its holdings will change over time.

For updated information on the fund's portfolio holdings, please visit us at
americanfunds.com.


                                       10

                                             Fundamental Investors / Prospectus
<PAGE>

Management and organization

INVESTMENT ADVISER

Capital Research and Management Company, an experienced investment management
organization founded in 1931, serves as investment adviser to the fund and other
funds, including the American Funds. Capital Research and Management Company is
a wholly owned subsidiary of The Capital Group Companies, Inc. and is located at
333 South Hope Street, Los Angeles, California 90071, and 6455 Irvine Center
Drive, Irvine, California 92618. Capital Research and Management Company manages
the investment portfolio and business affairs of the fund. The total management
fee paid by the fund, as a percentage of average net assets, for the previous
fiscal year appears in the Annual Fund Operating Expenses table under "Fees and
expenses of the fund." A discussion regarding the basis for the approval of the
fund's investment advisory and service agreement by the fund's board of
directors is contained in the fund's annual report to shareholders for the
fiscal year ended December 31, 2008.

Capital Research and Management Company manages equity assets through two
investment divisions, Capital World Investors and Capital Research Global
Investors, and manages fixed-income assets through its Fixed Income division.
Capital World Investors and Capital Research Global Investors make investment
decisions on an independent basis.

Rather than remain as investment divisions, Capital World Investors and Capital
Research Global Investors may be incorporated into wholly owned subsidiaries of
Capital Research and Management Company. In that event, Capital Research and
Management Company would continue to be the investment adviser, and day-to-day
investment management of equity assets would continue to be carried out through
one or both of these subsidiaries. Capital Research and Management Company and
the funds it advises have applied to the Securities and Exchange Commission for
an exemptive order that would give Capital Research and Management Company the
authority to use, upon approval of the funds' boards, its management
subsidiaries and affiliates to provide day-to-day investment management services
to the funds, including making changes to the management subsidiaries and
affiliates providing such services. Approval by the funds' shareholders would be
required before any authority granted under an exemptive order could be
exercised. There is no assurance that Capital Research and Management Company
will incorporate its investment divisions or seek a shareholder vote to exercise
any authority, if granted, under an exemptive order.

EXECUTION OF PORTFOLIO TRANSACTIONS

The investment adviser places orders with broker-dealers for the fund's
portfolio transactions. In selecting broker-dealers, the investment adviser
strives to obtain "best execution" (the most favorable total price reasonably
attainable under the circumstances) for the fund's


                                       11

Fundamental Investors / Prospectus


<PAGE>

portfolio transactions, taking into account a variety of factors. Subject to
best execution, the investment adviser may consider investment research and/or
brokerage services provided to the adviser in placing orders for the fund's
portfolio transactions. The investment adviser may place orders for the fund's
portfolio transactions with broker-dealers who have sold shares of funds managed
by the investment adviser or its affiliated companies; however, it does not give
consideration to whether a broker-dealer has sold shares of the funds managed by
the investment adviser or its affiliated companies when placing any such orders
for the fund's portfolio transactions. A more detailed description of the
investment adviser's policies is included in the fund's statement of additional
information.

PORTFOLIO HOLDINGS

Portfolio holdings information for the fund is available on the American Funds
website at americanfunds.com. To reach this information, access the fund's
detailed information page on the website. A list of the fund's top 10 equity
holdings, updated as of each month-end, is generally posted to this page within
14 days after the end of the applicable month. A link to the fund's complete
list of publicly disclosed portfolio holdings, updated as of each calendar
quarter-end, is generally posted to this page within 45 days after the end of
the applicable quarter. Both lists remain available on the website until new
information for the next month or quarter is posted. Portfolio holdings
information for the fund is also contained in reports filed with the Securities
and Exchange Commission.

A description of the fund's policies and procedures regarding disclosure of
information about its portfolio holdings is available in the statement of
additional information.

MULTIPLE PORTFOLIO COUNSELOR SYSTEM

Capital Research and Management Company uses a system of multiple portfolio
counselors in managing mutual fund assets. Under this approach, the portfolio of
a fund is divided into segments managed by individual counselors who decide how
their respective segments will be invested. In addition, Capital Research and
Management Company's investment analysts may make investment decisions with
respect to a portion of a fund's portfolio. Investment decisions are subject to
a fund's objective(s), policies and restrictions and the oversight of the
appropriate investment-related committees of Capital Research and Management
Company and its investment divisions.


                                       12

                                             Fundamental Investors / Prospectus
<PAGE>

The primary individual portfolio counselors for Fundamental Investors are:




                                              PRIMARY TITLE WITH             PORTFOLIO
                             PORTFOLIO        INVESTMENT ADVISER             COUNSELOR
 PORTFOLIO COUNSELOR/        COUNSELOR        (OR AFFILIATE)                 ROLE IN
 FUND TITLE                  EXPERIENCE       AND INVESTMENT                 MANAGEMENT
 (IF APPLICABLE)            IN THIS FUND      EXPERIENCE                     OF THE FUND
--------------------------------------------------------------------------------------------------

 DINA N. PERRY                16 years        Senior Vice President -       Serves as an equity
 President and Director   (plus 1 year of     Capital World Investors       portfolio counselor
                          prior experience
                               as an          Investment professional for
                         investment analyst   31 years in total;
                           for the fund)      17 years with Capital
                                              Research and Management
                                              Company or affiliate
--------------------------------------------------------------------------------------------------
 MICHAEL T. KERR              10 years        Senior Vice President -       Serves as an equity
 Senior Vice President    (plus 5 years of    Capital World Investors       portfolio counselor
                          prior experience
                               as an          Investment professional for
                         investment analyst   26 years in total;
                           for the fund)      24 years with Capital
                                              Research and Management
                                              Company or affiliate
--------------------------------------------------------------------------------------------------
 RONALD B. MORROW             6 years         Senior Vice President -       Serves as an equity
 Vice President           (plus 5 years of    Capital World Investors       portfolio counselor
                          prior experience
                               as an          Investment professional for
                         investment analyst   41 years in total;
                           for the fund)      12 years with Capital
                                              Research and Management
                                              Company or affiliate
--------------------------------------------------------------------------------------------------
 JAMES E. DRASDO              25 years        Senior Vice President -       Serves as an equity
                          (plus 6 years of    Capital World Investors       portfolio counselor
                          prior experience
                               as an          Investment professional for
                         investment analyst   37 years in total;
                           for the fund)      32 years with Capital
                                              Research and Management
                                              Company or affiliate
--------------------------------------------------------------------------------------------------
 BRADY L. ENRIGHT             3 years         Senior Vice President -       Serves as an equity
                                              Capital World Investors       portfolio counselor

                                              Investment professional for
                                              17 years in total;
                                              12 years with Capital
                                              Research and Management
                                              Company or affiliate
--------------------------------------------------------------------------------------------------




Information regarding the portfolio counselors' compensation, their ownership of
securities in the fund and other accounts they manage can be found in the
statement of additional information.


                                       13

Fundamental Investors / Prospectus


<PAGE>

Shareholder information

SHAREHOLDER SERVICES

American Funds Service Company/(R)/,the fund's transfer agent, offers a wide
range of services that you can use to alter your investment program should your
needs and circumstances change. These services may be terminated or modified at
any time upon 60 days' written notice.


AMERICAN FUNDS SERVICE COMPANY SERVICE AREAS
Call toll-free from anywhere in the United States
(8 a.m. to 8 p.m. ET): 800/421-0180
Access the American Funds website : americanfunds.com


              [map of the United States]





INDIANA                            VIRGINIA
SERVICE CENTER                     SERVICE CENTER
American Funds                     American Funds
Service Company                    Service Company
P.O. Box 6007                      P.O. Box 2280
Indianapolis, Indiana              Norfolk, Virginia
46206-6007                         23501-2280
Fax: 317/735-6636                  Fax: 757/670-4761




A MORE DETAILED DESCRIPTION OF POLICIES AND SERVICES IS INCLUDED IN THE FUND'S
STATEMENT OF ADDITIONAL INFORMATION AND THE OWNER'S GUIDE SENT TO NEW AMERICAN
FUNDS SHAREHOLDERS ENTITLED WELCOME. CLASS 529 SHAREHOLDERS SHOULD ALSO REFER TO
THE APPLICABLE PROGRAM DESCRIPTION FOR INFORMATION ON POLICIES AND SERVICES
SPECIFICALLY RELATING TO THEIR ACCOUNT(S). These documents are available by
writing or calling American Funds Service Company. Certain privileges and/or
services described on the following pages of this prospectus and in the
statement of additional information may not be available to you depending on
your investment dealer. Please see your financial adviser or investment dealer
for more information.


                                       14

                                             Fundamental Investors / Prospectus
<PAGE>

Choosing a share class

The fund offers different classes of shares through this prospectus. Class A, B,
C and F shares are available through various investment programs or accounts,
including certain types of retirement plans (see limitations below). The
services or share classes available to you may vary depending upon how you wish
to purchase shares of the fund.

Effective April 21, 2009, Class B and 529-B shares will not be available for
purchase. Any investment received by the fund on or after this date that is
intended for Class B or 529-B shares will instead be invested in Class A or
529-A shares and subject to any applicable sales charges. In addition, if the
fund is advised prior to April 21, 2009, that the financing arrangement that
supports the sale of Class B and 529-B shares has been withdrawn, any investment
in such shares on or after that date will instead be invested in Class A or
529-A shares and subject to any applicable sales charges.

Shareholders with investments in Class B and 529-B shares may continue to hold
such shares until they convert to Class A or 529-A shares. However, no
additional investments will be accepted in Class B or 529-B shares on or after
April 21, 2009, or such other date as described in the previous paragraph.
Dividends and capital gain distributions may continue to be reinvested in Class
B or 529-B shares until their conversion dates. In addition, shareholders
invested in Class B or 529-B shares will be able to exchange those shares into
other funds offering Class B or 529-B shares until they convert.

Investors residing in any state may purchase Class 529 shares through an account
established with a 529 college savings plan managed by the American Funds
organization. Class 529-A, 529-B, 529-C and 529-F-1 shares are structured
similarly to the corresponding Class A, B, C and F-1 shares. For example, the
same initial sales charges apply to Class 529-A shares as to Class A shares.
Class 529-E shares are available only to investors participating through an
eligible employer plan.

Each share class represents an investment in the same portfolio of securities,
but each class has its own sales charge and expense structure, allowing you to
choose the class that best fits your situation. WHEN YOU PURCHASE SHARES OF THE
FUND, YOU SHOULD CHOOSE A SHARE CLASS. IF NONE IS CHOSEN, YOUR INVESTMENT WILL
BE MADE IN CLASS A SHARES OR, IN THE CASE OF A 529 PLAN INVESTMENT, CLASS 529-A
SHARES.


                                       15

Fundamental Investors / Prospectus


<PAGE>

Factors you should consider in choosing a class of shares include:

. how long you expect to own the shares;

. how much you intend to invest;

. total expenses associated with owning shares of each class;

. whether you qualify for any reduction or waiver of sales charges (for
  example, Class A or 529-A shares may be a less expensive option over time,
  particularly if you qualify for a sales charge reduction or waiver);

. whether you plan to take any distributions in the near future (for example,
  the contingent deferred sales charge will not be waived if you sell your Class
  529-B or 529-C shares to cover higher education expenses); and

. availability of share classes:

 -- Class B and C shares are not available to retirement plans that do not
    currently invest in such shares and that are eligible to invest in Class R
    shares, including employer-sponsored retirement plans such as defined benefit
    plans, 401(k) plans, 457 plans, 403(b) plans, and money purchase pension and
    profit-sharing plans; and

 -- Class F and 529-F-1 shares are generally available only to fee-based
    programs of investment dealers that have special agreements with the fund's
    distributor and to certain registered investment advisers.

EACH INVESTOR'S FINANCIAL CONSIDERATIONS ARE DIFFERENT. YOU SHOULD SPEAK WITH
YOUR FINANCIAL ADVISER TO HELP YOU DECIDE WHICH SHARE CLASS IS BEST FOR YOU.

UNLESS OTHERWISE NOTED, REFERENCES IN THE FOLLOWING PAGES TO CLASS A, B, C OR
F-1 SHARES ALSO REFER TO THE CORRESPONDING CLASS 529-A, 529-B, 529-C OR 529-F-1
SHARES.


                                       16

                                             Fundamental Investors / Prospectus
<PAGE>



 SUMMARY OF THE PRIMARY DIFFERENCES AMONG SHARE CLASSES

 CLASS A SHARES
 Initial sales charge    up to 5.75% (reduced for purchases of $25,000 or more
                         and eliminated for purchases of $1 million or more)
 Contingent deferred     none (except that a charge of 1.00% applies to certain
 sales charge            redemptions made within one year following purchases
                         of $1 million or more without an initial sales charge)
 12b-1 fees              up to .25% annually (for Class 529-A shares, may not
                         exceed .50% annually)
 Dividends               generally higher than other classes due to lower
                         annual expenses, but may be lower than Class F-1
                         shares, depending on relative expenses, and lower than
                         Class F-2 shares due to higher 12b-1 fees
 Purchase maximum        none
 Conversion              none

 CLASS B SHARES
 Initial sales charge    none
 Contingent deferred     starts at 5.00%, declining to 0% six years after
 sales charge            purchase
 12b-1 fees              up to 1.00% annually
 Dividends               generally lower than Class A and F shares due to
                         higher 12b-1 fees and other expenses, but higher than
                         Class C shares due to lower other expenses
 Purchase maximum        see the discussion regarding purchase minimums and
                         maximums in "Purchase and exchange of shares"
 Conversion              automatic conversion to Class A or 529-A shares in the
                         month of the eight-year anniversary of the purchase
                         date, reducing future annual expenses

 CLASS C SHARES
 Initial sales charge    none
 Contingent deferred     1.00% if shares are sold within one year after
 sales charge            purchase
 12b-1 fees              up to 1.00% annually
 Dividends               generally lower than other classes due to higher 12b-1
                         fees and other expenses
 Purchase maximum        see the discussion regarding purchase minimums and
                         maximums in "Purchase and exchange of shares"
 Conversion              automatic conversion to Class F-1 shares in the month
                         of the 10-year anniversary of the purchase date,
                         reducing future annual expenses (Class 529-C shares
                         will not convert to Class 529-F-1 shares)

 CLASS 529-E SHARES
 Initial sales charge    none
 Contingent deferred     none
 sales charge
 12b-1 fees              currently up to .50% annually (may not exceed .75%
                         annually)
 Dividends               generally higher than Class 529-B and 529-C shares due
                         to lower 12b-1 fees, but lower than Class 529-A and
                         529-F-1 shares due to higher 12b-1 fees
 Purchase maximum        none
 Conversion              none

 CLASS F-1 SHARES
 Initial sales charge    none
 Contingent deferred     none
 sales charge
 12b-1 fees              currently up to .25% annually (may not exceed .50%
                         annually)
 Dividends               generally higher than Class B and C shares due to
                         lower 12b-1 fees, and may be higher than Class A
                         shares, depending on relative expenses, and lower than
                         Class F-2 shares due to higher 12b-1 fees
 Purchase maximum        none
 Conversion              none

 CLASS F-2 SHARES
 Initial sales charge    none
 Contingent deferred     none
 sales charge
 12b-1 fees              none
 Dividends               generally higher than other classes due to absence of
                         12b-1 fees
 Purchase maximum        none
 Conversion              none




                                       17

Fundamental Investors / Prospectus


<PAGE>

Purchase and exchange of shares

THE FUND'S TRANSFER AGENT, ON BEHALF OF THE FUND AND AMERICAN FUNDS
DISTRIBUTORS,/(R)/ THE FUND'S DISTRIBUTOR, IS REQUIRED BY LAW TO OBTAIN
CERTAIN PERSONAL INFORMATION FROM YOU OR ANY OTHER PERSON(S) ACTING ON YOUR
BEHALF IN ORDER TO VERIFY YOUR OR SUCH PERSON'S IDENTITY. IF YOU DO NOT PROVIDE
THE INFORMATION, THE TRANSFER AGENT MAY NOT BE ABLE TO OPEN YOUR ACCOUNT. IF THE
TRANSFER AGENT IS UNABLE TO VERIFY YOUR IDENTITY OR THAT OF ANY OTHER PERSON(S)
AUTHORIZED TO ACT ON YOUR BEHALF, OR BELIEVES IT HAS IDENTIFIED POTENTIALLY
CRIMINAL ACTIVITY, THE FUND AND AMERICAN FUNDS DISTRIBUTORS RESERVE THE RIGHT TO
CLOSE YOUR ACCOUNT OR TAKE SUCH OTHER ACTION THEY DEEM REASONABLE OR REQUIRED BY
LAW.

When purchasing shares, you should designate the fund or funds in which you wish
to invest. If no fund is designated and the amount of your cash investment is
more than $5,000, your money will be held uninvested (without liability to the
transfer agent for loss of income or appreciation pending receipt of proper
instructions) until investment instructions are received, but for no more than
three business days. Your investment will be made at the net asset value (plus
any applicable sales charge in the case of Class A shares) next determined after
investment instructions are received and accepted by the transfer agent. If
investment instructions are not received, your money will be invested in Class A
shares of The Cash Management Trust of America on the third business day after
receipt of your investment.

If no fund is designated and the amount of your cash investment is $5,000 or
less, your money will be invested in the same proportion and in the same fund or
funds in which your last cash investment (excluding exchanges) was made,
provided such investment was made within the last 16 months. If no investment
was made within the last 16 months, your money will be held uninvested (without
liability to the transfer agent for loss of


                                       18

                                             Fundamental Investors / Prospectus
<PAGE>


income or appreciation pending receipt of proper instructions) until investment
instructions are received, but for no more than three business days. Your
investment will be made at the net asset value (plus any applicable sales charge
in the case of Class A shares) next determined after investment instructions are
received and accepted by the transfer agent. If investment instructions are not
received, your money will be invested in Class A shares of The Cash Management
Trust of America on the third business day after receipt of your investment.

PURCHASE OF CLASS A, B AND C SHARES

You may generally open an account and purchase Class A, B and C shares by
contacting any financial adviser (who may impose transaction charges in addition
to those described in this prospectus) authorized to sell the fund's shares. You
may purchase additional shares in various ways, including through your financial
adviser and by mail, telephone, the Internet and bank wire.

PURCHASE OF CLASS F SHARES

You may generally open an account and purchase Class F shares only through
fee-based programs of investment dealers that have special agreements with the
fund's distributor and through certain registered investment advisers. These
dealers and advisers typically charge ongoing fees for services they provide.

PURCHASE OF CLASS 529 SHARES

Class 529 shares may be purchased only through an account established with a 529
college savings plan managed by the American Funds organization. You may open
this type of account and purchase 529 shares by contacting any financial adviser
(who may impose transaction charges in addition to those described in this
prospectus) authorized to sell such an account. You may purchase additional
shares in various ways, including through your financial adviser and by mail,
telephone, the Internet and bank wire.

Class 529-E shares may be purchased only by employees participating through an
eligible employer plan.

EXCHANGE

Generally, you may exchange your shares into shares of the same class of other
American Funds without a sales charge. Class A, C or F-1 shares may generally be
exchanged into the corresponding 529 share class without a sales charge. Class B
shares may not be exchanged into Class 529-B shares. EXCHANGES FROM CLASS A, C
OR F-1 SHARES TO THE CORRESPONDING 529 SHARE CLASS, PARTICULARLY IN THE CASE OF
UNIFORM GIFTS TO MINORS ACT OR UNIFORM TRANSFERS TO MINORS ACT CUSTODIAL
ACCOUNTS, MAY RESULT IN SIGNIFICANT LEGAL AND TAX CONSEQUENCES AS DESCRIBED IN
THE APPLICABLE PROGRAM DESCRIPTION. PLEASE CONSULT YOUR FINANCIAL ADVISER BEFORE
MAKING SUCH AN EXCHANGE.


                                       19

Fundamental Investors / Prospectus


<PAGE>

Exchanges of shares from American Funds money market funds initially purchased
without a sales charge generally will be subject to the appropriate sales
charge. For purposes of computing the contingent deferred sales charge on Class
B and C shares, the length of time you have owned your shares will be measured
from the date of original purchase and will not be affected by any permitted
exchange.

Exchanges have the same tax consequences as ordinary sales and purchases. For
example, to the extent you exchange shares held in a taxable account that are
worth more now than what you paid for them, the gain will be subject to
taxation. See "Transactions by telephone, fax or the Internet" in this
prospectus for information regarding electronic exchanges.

FREQUENT TRADING OF FUND SHARES

The fund and American Funds Distributors reserve the right to reject any
purchase order for any reason. The fund is not designed to serve as a vehicle
for frequent trading. Frequent trading of fund shares may lead to increased
costs to the fund and less efficient management of the fund's portfolio,
potentially resulting in dilution of the value of the shares held by long-term
shareholders. Accordingly, purchases, including those that are part of exchange
activity that the fund or American Funds Distributors has determined could
involve actual or potential harm to the fund, may be rejected.

The fund, through its transfer agent, American Funds Service Company, maintains
surveillance procedures that are designed to detect frequent trading in fund
shares. Under these procedures, various analytics are used to evaluate factors
that may be indicative of frequent trading. For example, transactions in fund
shares that exceed certain monetary thresholds may be scrutinized. American
Funds Service Company also may review transactions that occur close in time to
other transactions in the same account or in multiple accounts under common
ownership or influence. Trading activity that is identified through these
procedures or as a result of any other information available to the fund will be
evaluated to determine whether such activity might constitute frequent trading.
These procedures may be modified from time to time as appropriate to improve the
detection of frequent trading, to facilitate monitoring for frequent trading in
particular retirement plans or other accounts, and to comply with applicable
laws.

In addition to the fund's broad ability to restrict potentially harmful trading
as described above, the fund's board of directors has adopted a "purchase
blocking policy" under which any shareholder redeeming shares having a value of
$5,000 or more from the fund will be precluded from investing in the fund for 30
calendar days after the redemption transaction. This policy also applies to
redemptions and investments that are part of exchange transactions. Under the
fund's purchase blocking policy, certain purchases will not be prevented and
certain redemptions will not trigger a purchase block, such as: systematic
redemptions and purchases where the entity maintaining the shareholder account
is able to identify the transaction as a systematic redemption or purchase;
purchases and redemptions of shares having a value of less than $5,000;
transactions in Class 529


                                       20

                                             Fundamental Investors / Prospectus
<PAGE>


shares; purchases and redemptions resulting from reallocations by American Funds
Target Date Retirement Series/(R)/; retirement plan contributions, loans and
distributions (including hardship withdrawals) identified as such on the
retirement plan recordkeeper's system; and purchase transactions involving
transfers of assets, rollovers, Roth IRA conversions and IRA
recharacterizations, where the entity maintaining the shareholder account is
able to identify the transaction as one of these types of transactions.

The fund reserves the right to waive the purchase blocking policy with respect
to specific shareholder accounts in those instances where American Funds Service
Company determines that its surveillance procedures are adequate to detect
frequent trading in fund shares.

American Funds Service Company will work with certain intermediaries (such as
investment dealers holding shareholder accounts in street name, retirement plan
recordkeepers, insurance company separate accounts and bank trust companies) to
apply their own procedures, provided that American Funds Service Company
believes the intermediary's procedures are reasonably designed to enforce the
frequent trading policies of the fund. You should refer to disclosures provided
by the intermediaries with which you have an account to determine the specific
trading restrictions that apply to you.

If American Funds Service Company identifies any activity that may constitute
frequent trading, it reserves the right to contact the intermediary and request
that the intermediary either provide information regarding an account owner's
transactions or restrict the account owner's trading. If American Funds Service
Company is not satisfied that the intermediary has taken appropriate action,
American Funds Service Company may terminate the intermediary's ability to
transact in fund shares.

There is no guarantee that all instances of frequent trading in fund shares will
be prevented.

NOTWITHSTANDING THE FUND'S SURVEILLANCE PROCEDURES AND PURCHASE BLOCKING POLICY,
ALL TRANSACTIONS IN FUND SHARES REMAIN SUBJECT TO THE FUND'S AND AMERICAN FUNDS
DISTRIBUTORS' RIGHT TO RESTRICT POTENTIALLY ABUSIVE TRADING GENERALLY (INCLUDING
THE TYPES OF TRANSACTIONS DESCRIBED ABOVE THAT WILL NOT BE PREVENTED OR TRIGGER
A BLOCK UNDER THE PURCHASE BLOCKING POLICY). SEE THE STATEMENT OF ADDITIONAL
INFORMATION FOR MORE INFORMATION ABOUT HOW AMERICAN FUNDS SERVICE COMPANY MAY
ADDRESS OTHER POTENTIALLY ABUSIVE TRADING ACTIVITY IN THE AMERICAN FUNDS.


                                       21

Fundamental Investors / Prospectus


<PAGE>

PURCHASE MINIMUMS AND MAXIMUMS



 PURCHASE MINIMUMS FOR ALL CLASSES OF SHARES/1/
-------------------------------------------------------------------------------

 To establish an account (including retirement plan and 529          $    250/2/
 accounts)
    For a payroll deduction retirement plan account, payroll
    deduction                                                              25
    savings plan account or employer-sponsored 529 account
 To add to an account                                                      50
    For a payroll deduction retirement plan account, payroll               25
    deduction
    savings plan account or employer-sponsored 529 account
-------------------------------------------------------------------------------
 PURCHASE MAXIMUM PER TRANSACTION FOR CLASS B SHARES                   50,000
-------------------------------------------------------------------------------
 PURCHASE MAXIMUM PER TRANSACTION FOR CLASS C SHARES                  500,000



1  Purchase minimums may be waived in certain cases. Please see the statement of
   additional information for details.
2  For accounts established with an automatic investment plan, the initial
   purchase minimum of $250 may be waived if the purchases (including purchases
   through exchanges from another fund) made under the plan are sufficient to
   reach $250 within five months of account establishment.

The effective purchase maximums for Class 529-A, 529-C, 529-E and 529-F-1 shares
will reflect the maximum applicable contribution limits under state law. See the
applicable program description for more information.

If you have significant American Funds holdings, you may not be eligible to
invest in Class B or C shares (or their corresponding 529 share classes).
Specifically, you may not purchase Class B or 529-B shares if you are eligible
to purchase Class A or 529-A shares at the $100,000 or higher sales charge
discount rate, and you may not purchase Class C or 529-C shares if you are
eligible to purchase Class A or 529-A shares at the $1 million or more sales
charge discount rate (i.e., at net asset value). See "Sales charge reductions
and waivers" in this prospectus and the statement of additional information for
more information regarding sales charge discounts.

VALUING SHARES

The net asset value of each share class of the fund is the value of a single
share. The fund calculates the net asset value each day the New York Stock
Exchange is open for trading as of approximately 4 p.m. New York time, the
normal close of regular trading. Assets are valued primarily on the basis of
market quotations. However, the fund has adopted procedures for making "fair
value" determinations if market quotations are not readily available or are not
considered reliable. For example, if events occur between the close of markets
outside the United States and the close of regular trading on the New York Stock
Exchange that, in the opinion of the investment adviser, materially affect the
value of any of the fund's securities that principally trade in those
international markets, those securities will be valued in accordance with fair
value procedures. Use of these procedures is intended to result in more
appropriate net asset values. In addition, such use will reduce, if not
eliminate, potential arbitrage opportunities otherwise available to short-term
investors.

Because the fund may hold securities that are primarily listed on foreign
exchanges that trade on weekends or days when the fund does not price its
shares, the value of securities


                                       22

                                             Fundamental Investors / Prospectus
<PAGE>


held in the fund may change on days when you will not be able to purchase or
redeem fund shares.

Your shares will be purchased at the net asset value (plus any applicable sales
charge in the case of Class A shares) or sold at the net asset value next
determined after American Funds Service Company receives and accepts your
request. A contingent deferred sales charge may apply at the time you sell
certain Class A, B and C shares.

MOVING BETWEEN SHARE CLASSES AND ACCOUNTS

Please see the statement of additional information for details and limitations
on moving investments in certain share classes to different share classes, and
on moving investments held in certain accounts to different accounts.

Sales charges

CLASS A SHARES

The initial sales charge you pay each time you buy Class A shares differs
depending upon the amount you invest and may be reduced or eliminated for larger
purchases as indicated below. The "offering price," the price you pay to buy
shares, includes any applicable sales charge, which will be deducted directly
from your investment. Shares acquired through reinvestment of dividends or
capital gain distributions are not subject to an initial sales charge.



                              SALES CHARGE AS A
                                         PERCENTAGE OF:
                                                                 DEALER
                                                   NET         COMMISSION
                                       OFFERING   AMOUNT     AS A PERCENTAGE
 INVESTMENT                             PRICE    INVESTED   OF OFFERING PRICE
------------------------------------------------------------------------------

 Less than $25,000                      5.75%     6.10%           5.00%
------------------------------------------------------------------------------
 $25,000 but less than $50,000          5.00      5.26            4.25
------------------------------------------------------------------------------
 $50,000 but less than $100,000         4.50      4.71            3.75
------------------------------------------------------------------------------
 $100,000 but less than $250,000        3.50      3.63            2.75
------------------------------------------------------------------------------
 $250,000 but less than $500,000        2.50      2.56            2.00
------------------------------------------------------------------------------
 $500,000 but less than $750,000        2.00      2.04            1.60
------------------------------------------------------------------------------
 $750,000 but less than $1 million      1.50      1.52            1.20
------------------------------------------------------------------------------
 $1 million or more and certain other   none      none      see below
 investments described below
------------------------------------------------------------------------------



The sales charge, expressed as a percentage of the offering price or the net
amount invested, may be higher or lower than the percentages described in the
table above due to rounding. This is because the dollar amount of the sales
charge is determined by subtracting the net asset value of the shares purchased
from the offering price, which is calculated


                                       23

Fundamental Investors / Prospectus


<PAGE>


to two decimal places using standard rounding criteria. The impact of rounding
will vary with the size of the investment and the net asset value of the shares.
Similarly, any contingent deferred sales charge paid by you on investments in
Class A shares may be higher or lower than the 1% charge described below due to
rounding.

EXCEPT AS PROVIDED BELOW, INVESTMENTS IN CLASS A SHARES OF $1 MILLION OR MORE
MAY BE SUBJECT TO A 1% CONTINGENT DEFERRED SALES CHARGE IF THE SHARES ARE SOLD
WITHIN ONE YEAR OF PURCHASE. The contingent deferred sales charge is based on
the original purchase cost or the current market value of the shares being sold,
whichever is less.

CLASS A PURCHASES NOT SUBJECT TO SALES CHARGES

The following investments are not subject to any initial or contingent deferred
sales charge if American Funds Service Company is properly notified of the
nature of the investment:

. investments in Class A shares made by endowments or foundations with $50
  million or more in assets;

. investments made by accounts that are part of certain qualified fee-based
  programs and that purchased Class A shares before the discontinuation of your
  investment dealer's load-waived Class A share program with the American Funds;
  and

. certain rollover investments from retirement plans to IRAs (see "Rollovers
  from retirement plans to IRAs" in this prospectus for more information).

The distributor may pay dealers up to 1% on investments made in Class A shares
with no initial sales charge. The fund may reimburse the distributor for these
payments through its plans of distribution (see "Plans of distribution" in this
prospectus).

Transfers from certain 529 plans to plans managed by the American Funds
organization will be made with no sales charge. No commission will be paid to
the dealer on such a transfer. Please see the statement of additional
information for more information.

Certain other investors may qualify to purchase shares without a sales charge,
such as employees of investment dealers and registered investment advisers
authorized to sell American Funds and employees of The Capital Group Companies.
Please see the statement of additional information for more information.

 EMPLOYER-SPONSORED RETIREMENT PLANS

 Many employer-sponsored retirement plans are eligible to purchase Class R
 shares. Such eligible plans and Class R shares are described in more detail in
 the fund's retirement plan prospectus.

 Employer-sponsored retirement plans that are eligible to purchase Class R
 shares may instead purchase Class A shares and pay the applicable Class A sales
 charge, provided their recordkeepers can properly apply a sales charge on plan
 investments. These plans are not eligible to make initial purchases of $1
 million or more in Class A shares and thereby invest in Class A shares without
 a sales charge, nor are they eligible to


                                       24

                                             Fundamental Investors / Prospectus
<PAGE>

 establish a statement of intention that qualifies them to purchase Class A
 shares without a sales charge. More information about statements of intention
 can be found under "Sales charge reductions and waivers" in this prospectus.
 Plans investing in Class A shares with a sales charge may purchase additional
 Class A shares in accordance with the sales charge table in this prospectus.

 Employer-sponsored retirement plans that invested in Class A shares without any
 sales charge on or before March 31, 2004, and that continue to meet the
 eligibility requirements in effect as of that date for purchasing Class A
 shares at net asset value, may continue to purchase Class A shares without any
 initial or contingent deferred sales charge.

 A 403(b) plan may not invest in Class A, B or C shares on or after January 1,
 2009, unless such plan was invested in Class A, B or C shares prior to that
 date.

CLASS B AND C SHARES

Class B and C shares are sold without any initial sales charge. American Funds
Distributors pays 4% of the amount invested to dealers who sell Class B shares
and 1% to dealers who sell Class C shares.

For Class B shares, a contingent deferred sales charge may be applied to shares
you sell within six years of purchase, as shown in the table below.



CONTINGENT DEFERRED SALES CHARGE ON CLASS B SHARES

YEAR OF REDEMPTION:                1    2    3    4    5    6     7+
----------------------------------------------------------------------
CONTINGENT DEFERRED SALES CHARGE:  5%   4%   4%   3%   2%   1%    0%



For Class C shares, a contingent deferred sales charge of 1% applies if shares
are sold within one year of purchase.

Any contingent deferred sales charge paid by you on investments in Class B or C
shares, expressed as a percentage of the applicable redemption amount, may be
higher or lower than the percentages described above due to rounding.

Shares acquired through reinvestment of dividends or capital gain distributions
are not subject to a contingent deferred sales charge. In addition, the
contingent deferred sales charge may be waived in certain circumstances. See
"Contingent deferred sales charge waivers" in this prospectus. The contingent
deferred sales charge is based on the original purchase cost or the current
market value of the shares being sold, whichever is less. For purposes of
determining the contingent deferred sales charge, if you sell only some of your
shares, shares that are not subject to any contingent deferred sales charge will
be sold first, followed by shares that you have owned the longest.

See "Plans of distribution" in this prospectus for ongoing compensation paid to
your dealer or financial adviser for all share classes.


                                       25

Fundamental Investors / Prospectus


<PAGE>

AUTOMATIC CONVERSION OF CLASS B AND C SHARES

Class B shares automatically convert to Class A shares in the month of the
eight-year anniversary of the purchase date. Class C shares automatically
convert to Class F-1 shares in the month of the 10-year anniversary of the
purchase date; however, Class 529-C shares will not convert to Class 529-F-1
shares. The Internal Revenue Service currently takes the position that these
automatic conversions are not taxable. Should its position change, the automatic
conversion feature may be suspended. If this happens, you would have the option
of converting your Class B, 529-B or C shares to the respective share classes at
the anniversary dates described above. This exchange would be based on the
relative net asset values of the two classes in question, without the imposition
of a sales charge or fee, but you might face certain tax consequences as a
result.

CLASS 529-E AND CLASS F SHARES

Class 529-E and Class F shares are sold without any initial or contingent
deferred sales charge.

Sales charge reductions and waivers

TO RECEIVE A REDUCTION IN YOUR CLASS A INITIAL SALES CHARGE, YOU MUST LET YOUR
FINANCIAL ADVISER OR AMERICAN FUNDS SERVICE COMPANY KNOW AT THE TIME YOU
PURCHASE SHARES THAT YOU QUALIFY FOR SUCH A REDUCTION. IF YOU DO NOT LET YOUR
ADVISER OR AMERICAN FUNDS SERVICE COMPANY KNOW THAT YOU ARE ELIGIBLE FOR A
REDUCTION, YOU MAY NOT RECEIVE A SALES CHARGE DISCOUNT TO WHICH YOU ARE
OTHERWISE ENTITLED. In order to determine your eligibility to receive a sales
charge discount, it may be necessary for you to provide your adviser or American
Funds Service Company with information and records (including account
statements) of all relevant accounts invested in the American Funds. To have
your Class A, B or C contingent deferred sales charge waived, you must let your
adviser or American Funds Service Company know at the time you redeem shares
that you qualify for such a waiver.

IN ADDITION TO THE INFORMATION IN THIS PROSPECTUS, YOU MAY OBTAIN MORE
INFORMATION ABOUT SHARE CLASSES, SALES CHARGES AND SALES CHARGE REDUCTIONS AND
WAIVERS THROUGH A LINK ON THE HOME PAGE OF THE AMERICAN FUNDS WEBSITE AT
AMERICANFUNDS.COM, FROM THE STATEMENT OF ADDITIONAL INFORMATION OR FROM YOUR
FINANCIAL ADVISER.

REDUCING YOUR CLASS A INITIAL SALES CHARGE

Consistent with the policies described in this prospectus, you and your
"immediate family" (your spouse -- or equivalent if recognized under local law
-- and your children under the age of 21) may combine all of your American Funds
investments to reduce your Class A sales charge. Certain investments in the
American Funds Target Date Retirement Series may also be combined for this
purpose. Please see the American Funds Target Date


                                       26

                                             Fundamental Investors / Prospectus
<PAGE>

Retirement Series prospectus for further information. However, for this purpose,
investments representing direct purchases of American Funds money market funds
are excluded. Following are different ways that you may qualify for a reduced
Class A sales charge:

 AGGREGATING ACCOUNTS

 To receive a reduced Class A sales charge, investments made by you and your
 immediate family (see above) may be aggregated if made for your own account(s)
 and/or certain other accounts, such as:

 . trust accounts established by the above individuals (please see the statement
   of additional information for details regarding aggregation of trust accounts
   where the person(s) who established the trust is/are deceased);

 . solely controlled business accounts; and

 . single-participant retirement plans.

 CONCURRENT PURCHASES

 You may combine simultaneous purchases (including, upon your request, purchases
 for gifts) of any class of shares of two or more American Funds (excluding
 American Funds money market funds) to qualify for a reduced Class A sales
 charge.

 RIGHTS OF ACCUMULATION

 You may take into account your accumulated holdings in all share classes of the
 American Funds (excluding American Funds money market funds) to determine the
 initial sales charge you pay on each purchase of Class A shares. Subject to
 your investment dealer's capabilities, your accumulated holdings will be
 calculated as the higher of (a) the current value of your existing holdings or
 (b) the amount you invested (including reinvested dividends and capital gains,
 but excluding capital appreciation) less any withdrawals. Please see the
 statement of additional information for details. You should retain any records
 necessary to substantiate the historical amounts you have invested.

 If you make a gift of shares, upon your request you may purchase the shares at
 the sales charge discount allowed under rights of accumulation of all of your
 American Funds accounts.

 STATEMENT OF INTENTION

 You may reduce your Class A sales charge by establishing a statement of
 intention. A statement of intention allows you to combine all purchases of all
 share classes of the American Funds (excluding American Funds money market
 funds) you intend to make over a 13-month period to determine the applicable
 sales charge; however, purchases made under a right of reinvestment,
 appreciation of your holdings, and reinvested dividends and capital gains do
 not count as purchases made during the statement


                                       27

Fundamental Investors / Prospectus


<PAGE>


 period. The market value of your existing holdings eligible to be aggregated as
 of the day immediately before the start of the statement period may be credited
 toward satisfying the statement. A portion of your account may be held in
 escrow to cover additional Class A sales charges that may be due if your total
 purchases over the statement period do not qualify you for the applicable sales
 charge reduction. Employer-sponsored retirement plans may be restricted from
 establishing statements of intention. See "Sales charges" in this prospectus
 for more information.

RIGHT OF REINVESTMENT

Please see "How to sell shares" in this prospectus for information on how to
reinvest proceeds from a redemption, dividend payment or capital gain
distribution without a sales charge.

CONTINGENT DEFERRED SALES CHARGE WAIVERS

The contingent deferred sales charge on Class A, B and C shares may be waived in
the following cases:

. permitted exchanges of shares, except if shares acquired by exchange are then
  redeemed within the period during which a contingent deferred sales charge
  would apply to the initial shares purchased;

. tax-free returns of excess contributions to IRAs;

. redemptions due to death or postpurchase disability of the shareholder (this
  generally excludes accounts registered in the names of trusts and other
  entities);

. for 529 share classes only, redemptions due to a beneficiary's death,
  postpurchase disability or receipt of a scholarship (to the extent of the
  scholarship award);

. redemptions due to the complete termination of a trust upon the death of the
  trustor/ grantor or beneficiary, but only if such termination is specifically
  provided for in the trust document; and

. the following types of transactions, if together they do not exceed 12% of the
  value of an account annually (see the statement of additional information for
  more information about waivers regarding these types of transactions):

 -- redemptions due to receiving required minimum distributions from retirement
    accounts upon reaching age 70 1/2 (required minimum distributions that
    continue to be taken by the beneficiary(ies) after the account owner is
    deceased also qualify for a waiver); and

 -- if you have established an automatic withdrawal plan, redemptions through
    such a plan (including any dividends and/or capital gain distributions taken
    in cash).


                                       28

                                             Fundamental Investors / Prospectus
<PAGE>

Rollovers from retirement plans to IRAs

Assets from retirement plans may be invested in Class A, B, C or F shares
through an IRA rollover, subject to the other provisions of this prospectus.
Rollovers invested in Class A shares from retirement plans will be subject to
applicable sales charges. The following rollovers to Class A shares will be made
without a sales charge:

. rollovers to IRAs from 403(b) plans with Capital Bank and Trust Company as
  custodian; and

. rollovers to IRAs that are attributable to American Funds investments, if they
  meet the following requirements:

 -- the assets being rolled over were invested in American Funds at the time of
    distribution; and

 -- the rolled over assets are contributed to an American Funds IRA with Capital
    Bank and Trust Company as custodian.

IRA rollover assets that roll over without a sales charge as described above
will not be subject to a contingent deferred sales charge and investment dealers
will be compensated solely with an annual service fee that begins to accrue
immediately. IRA rollover assets invested in Class A shares that are not
attributable to American Funds investments, as well as future contributions to
the IRA, will be subject to sales charges and the terms and conditions generally
applicable to Class A share investments as described in this prospectus and the
statement of additional information.

Plans of distribution

The fund has plans of distribution or "12b-1 plans" for certain share classes,
under which it may finance activities primarily intended to sell shares,
provided the categories of expenses are approved in advance by the fund's board
of directors. The plans provide for payments, based on annualized percentages of
average daily net assets, of up to .25% for Class A shares; up to .50% for Class
529-A shares; up to 1.00% for Class B and 529-B shares; up to 1.00% for Class C
and 529-C shares; up to .75% for Class 529-E shares; and up to .50% for Class
F-1 and 529-F-1 shares. For all share classes indicated above, up to .25% of
these expenses may be used to pay service fees to qualified dealers for
providing certain shareholder services. The amount remaining for each share
class may be used for distribution expenses.

The 12b-1 fees paid by the fund, as a percentage of average net assets for the
previous fiscal year, are indicated in the Annual Fund Operating Expenses table
under "Fees and expenses of the fund" in this prospectus. Since these fees are
paid out of the fund's assets or income on an ongoing basis, over time they will
increase the cost and reduce the return of your investment. The higher fees for
Class B and C shares may cost you more over time than paying the initial sales
charge for Class A shares.


                                       29

Fundamental Investors / Prospectus


<PAGE>

Other compensation to dealers

American Funds Distributors, at its expense, currently provides additional
compensation to investment dealers. These payments may be made, at the
discretion of American Funds Distributors, to the top 100 dealers (or their
affiliates) that have sold shares of the American Funds. The level of payments
made to a qualifying firm in any given year will vary and in no case would
exceed the sum of (a) .10% of the previous year's American Funds sales by that
dealer and (b) .02% of American Funds assets attributable to that dealer. For
calendar year 2008, aggregate payments made by American Funds Distributors to
dealers were less than .02% of the average assets of the American Funds.
Aggregate payments may also change from year to year. A number of factors will
be considered in determining payments, including the qualifying dealer's sales,
assets and redemption rates, and the quality of the dealer's relationship with
American Funds Distributors. American Funds Distributors makes these payments to
help defray the costs incurred by qualifying dealers in connection with efforts
to educate financial advisers about the American Funds so that they can make
recommendations and provide services that are suitable and meet shareholder
needs. American Funds Distributors will, on an annual basis, determine the
advisability of continuing these payments. American Funds Distributors may also
pay expenses associated with meetings conducted by dealers outside the top 100
firms to facilitate educating financial advisers and shareholders about the
American Funds. If investment advisers, distributors or other affiliates of
mutual funds pay additional compensation or other incentives in differing
amounts, dealer firms and their advisers may have financial incentives for
recommending a particular mutual fund over other mutual funds. You should
consult with your financial adviser and review carefully any disclosure by your
financial adviser's firm as to compensation received.

How to sell shares

You may sell (redeem) shares in any of the following ways:

 THROUGH YOUR DEALER OR FINANCIAL ADVISER (CERTAIN CHARGES MAY APPLY)

 . Shares held for you in your dealer's name must be sold through the dealer.


 . Class F shares must be sold through your dealer or financial adviser.

 WRITING TO AMERICAN FUNDS SERVICE COMPANY

 . Requests must be signed by the registered shareholder(s).

 . A signature guarantee is required if the redemption is:

  -- more than $75,000;

  -- made payable to someone other than the registered shareholder(s); or

  -- sent to an address other than the address of record or to an address of
     record that has been changed within the last 10 days.


                                       30

                                             Fundamental Investors / Prospectus
<PAGE>

 . American Funds Service Company reserves the right to require signature
   guarantee(s) on any redemption.

 . Additional documentation may be required for redemptions of shares held in
   corporate, partnership or fiduciary accounts.

 TELEPHONING OR FAXING AMERICAN FUNDS SERVICE COMPANY OR USING THE INTERNET

 . Redemptions by telephone, fax or the Internet (including American FundsLine
   and americanfunds.com) are limited to $75,000 per American Funds shareholder
   each day.

 . Checks must be made payable to the registered shareholder.

 . Checks must be mailed to an address of record that has been used with the
   account for at least 10 days.

If you recently purchased shares and subsequently request a redemption of those
shares, you will receive proceeds from the redemption once a sufficient period
of time has passed to reasonably ensure that checks or drafts (including
certified or cashier's checks) for the shares purchased have cleared (normally
10 business days).

RIGHT OF REINVESTMENT

If you notify American Funds Service Company, you may reinvest proceeds from a
redemption, dividend payment or capital gain distribution without a sales charge
in the same fund or other American Funds provided that the reinvestment occurs
within 90 days after the date of the redemption or distribution and is made into
the same account from which you redeemed the shares or received the
distribution. If the account has been closed, you may reinvest without a sales
charge if the new receiving account has the same registration as the closed
account. Proceeds from a Class B share redemption made during the contingent
deferred sales charge period will be reinvested in Class A shares. If you redeem
Class B shares after the contingent deferred sales charge period, you may either
reinvest the proceeds in Class B shares or purchase Class A shares; if you
purchase Class A shares, you are responsible for paying any applicable Class A
sales charges. Proceeds from any other type of redemption and all dividend
payments and capital gain distributions will be reinvested in the same share
class from which the original redemption or distribution was made. Any
contingent deferred sales charge on Class A or C shares will be credited to your
account. Redemption proceeds of Class A shares representing direct purchases in
American Funds money market funds that are reinvested in non-money market
American Funds will be subject to a sales charge. Proceeds will be reinvested at
the next calculated net asset value after your request is received and accepted
by American Funds Service Company. For purposes of this "right of reinvestment
policy," automatic transactions (including, for example, automatic purchases,
withdrawals and payroll deductions) and ongoing retirement plan contributions
are not eligible for investment without a sales charge. See the statement of
additional information for further information. You may not reinvest proceeds in
the American Funds as described in this


                                       31

Fundamental Investors / Prospectus


<PAGE>


paragraph if such proceeds are subject to a purchase block as described under
"Frequent trading of fund shares" in this prospectus. This paragraph does not
apply to certain rollover investments as described under "Rollovers from
retirement plans to IRAs" in this prospectus.

TRANSACTIONS BY TELEPHONE, FAX OR THE INTERNET

Generally, you are automatically eligible to redeem or exchange shares by
telephone, fax or the Internet, unless you notify us in writing that you do not
want any or all of these services. You may reinstate these services at any time.

Unless you decide not to have telephone, fax or Internet services on your
account(s), you agree to hold the fund, American Funds Service Company, any of
its affiliates or mutual funds managed by such affiliates, and each of their
respective directors, trustees, officers, employees and agents harmless from any
losses, expenses, costs or liabilities (including attorney fees) that may be
incurred in connection with the exercise of these privileges, provided American
Funds Service Company employs reasonable procedures to confirm that the
instructions received from any person with appropriate account information are
genuine. If reasonable procedures are not employed, American Funds Service
Company and/or the fund may be liable for losses due to unauthorized or
fraudulent instructions.

Distributions and taxes

DIVIDENDS AND DISTRIBUTIONS

The fund intends to distribute dividends to you, usually in February, May,
August and December.

Capital gains, if any, are usually distributed in December and February. When a
dividend or capital gain is distributed, the net asset value per share is
reduced by the amount of the payment.

You may elect to reinvest dividends and/or capital gain distributions to
purchase additional shares of this fund or other American Funds, or you may
elect to receive them in cash. Most shareholders do not elect to take capital
gain distributions in cash because these distributions reduce principal value.
Dividends and capital gain distributions for 529 share classes will be
automatically reinvested.

TAXES ON DIVIDENDS AND DISTRIBUTIONS

Dividends and capital gain distributions you receive from the fund will be
subject to federal income tax and may also be subject to state or local taxes --
unless you are exempt from taxation.


                                       32

                                             Fundamental Investors / Prospectus
<PAGE>


For federal tax purposes, dividends and distributions of short-term capital
gains are taxable as ordinary income. Some or all of your dividends may be
eligible for a reduced tax rate if you meet a holding period requirement. The
fund's distributions of net long-term capital gains are taxable as long-term
capital gains. Any dividends or capital gain distributions you receive from the
fund will normally be taxable to you when made, regardless of whether you
reinvest dividends or capital gain distributions or receive them in cash.

TAXES ON TRANSACTIONS

Your redemptions, including exchanges, may result in a capital gain or loss for
federal tax purposes. A capital gain or loss on your investment is the
difference between the cost of your shares, including any sales charges, and the
amount you receive when you sell them.

SHAREHOLDER FEES

Fees borne directly by the fund normally have the effect of reducing a
shareholder's taxable income on distributions. By contrast, fees paid directly
to advisers by a fund shareholder for ongoing advice are deductible for income
tax purposes only to the extent that they (combined with certain other
qualifying expenses) exceed 2% of such shareholder's adjusted gross income.

PLEASE SEE YOUR TAX ADVISER FOR MORE INFORMATION. HOLDERS OF 529 SHARES SHOULD
REFER TO THE APPLICABLE PROGRAM DESCRIPTION FOR MORE INFORMATION REGARDING THE
TAX CONSEQUENCES OF SELLING 529 SHARES.


                                       33

Fundamental Investors / Prospectus


<PAGE>

Financial highlights

The Financial Highlights table is intended to help you understand the fund's
results for the past five fiscal years. Certain information reflects financial
results for a single share of a particular class. The total returns in the table
represent the rate that an investor would have earned or lost on an investment
in the fund (assuming reinvestment of all dividends and capital gain
distributions). Where indicated, figures in the table reflect the impact, if
any, of certain reimbursements/waivers from Capital Research and Management
Company. For more information about these reimbursements/waivers, see the
footnotes to the Annual Fund Operating Expenses table under "Fees and expenses
of the fund" in this prospectus and the fund's annual report. The information in
the Financial Highlights table has been audited by Deloitte & Touche LLP, whose
report, along with the fund's financial statements, is included in the statement
of additional information, which is available upon request.





                                                   (LOSS) INCOME FROM INVESTMENT OPERATIONS/1/       DIVIDENDS AND DISTRIBUTIONS

                                                                  Net (losses)
                                                                    gains on
                                                                   securities
                                       Net asset                      (both                      Dividends   Distributions
                                        value,         Net          realized       Total from    (from net       (from
                                       beginning   investment          and         investment    investment     capital
                                        of year     income/2/      unrealized)     operations     income)       gains)
----------------------------------------------------------------------------------------------------------------------------

CLASS A:
Year ended 12/31/2008                   $42.45        $ .60         $(17.23)        $(16.63)      $ (.58)       $ (.26)
Year ended 12/31/2007                    40.05         1.03            4.39            5.42         (.95)        (2.07)
Year ended 12/31/2006                    35.40          .62            6.16            6.78         (.56)        (1.57)
Year ended 12/31/2005                    32.25          .58            3.16            3.74         (.59)           --
Year ended 12/31/2004                    28.85          .61            3.35            3.96         (.56)           --
----------------------------------------------------------------------------------------------------------------------------
CLASS B:
Year ended 12/31/2008                    42.35          .34          (17.20)         (16.86)        (.31)         (.26)
Year ended 12/31/2007                    39.96          .70            4.38            5.08         (.62)        (2.07)
Year ended 12/31/2006                    35.33          .32            6.14            6.46         (.26)        (1.57)
Year ended 12/31/2005                    32.19          .33            3.15            3.48         (.34)           --
Year ended 12/31/2004                    28.80          .38            3.35            3.73         (.34)           --
----------------------------------------------------------------------------------------------------------------------------
CLASS C:
Year ended 12/31/2008                    42.31          .32          (17.17)         (16.85)        (.30)         (.26)
Year ended 12/31/2007                    39.92          .70            4.36            5.06         (.60)        (2.07)
Year ended 12/31/2006                    35.30          .30            6.13            6.43         (.24)        (1.57)
Year ended 12/31/2005                    32.17          .30            3.15            3.45         (.32)           --
Year ended 12/31/2004                    28.78          .37            3.34            3.71         (.32)           --
----------------------------------------------------------------------------------------------------------------------------
(The Financial Highlights table continues on the following page.)
CLASS F-1:
Year ended 12/31/2008                   $42.43        $ .60         $(17.22)        $(16.62)      $ (.58)       $ (.26)
Year ended 12/31/2007                    40.03         1.06            4.36            5.42         (.95)        (2.07)
Year ended 12/31/2006                    35.39          .62            6.15            6.77         (.56)        (1.57)
Year ended 12/31/2005                    32.24          .57            3.16            3.73         (.58)           --
Year ended 12/31/2004                    28.84          .59            3.35            3.94         (.54)           --
----------------------------------------------------------------------------------------------------------------------------
CLASS F-2:
Period from 8/1/2008 to 12/31/2008/5/    37.09          .23          (11.97)         (11.74)        (.37)           --
----------------------------------------------------------------------------------------------------------------------------
CLASS 529-A:
Year ended 12/31/2008                    42.42          .58          (17.21)         (16.63)        (.56)         (.26)
Year ended 12/31/2007                    40.02         1.03            4.36            5.39         (.92)        (2.07)
Year ended 12/31/2006                    35.38          .60            6.15            6.75         (.54)        (1.57)
Year ended 12/31/2005                    32.24          .55            3.15            3.70         (.56)           --
Year ended 12/31/2004                    28.84          .59            3.34            3.93         (.53)           --
----------------------------------------------------------------------------------------------------------------------------
CLASS 529-B:
Year ended 12/31/2008                    42.41          .30          (17.22)         (16.92)        (.27)         (.26)
Year ended 12/31/2007                    40.01          .66            4.38            5.04         (.57)        (2.07)
Year ended 12/31/2006                    35.37          .27            6.16            6.43         (.22)        (1.57)
Year ended 12/31/2005                    32.23          .27            3.16            3.43         (.29)           --
Year ended 12/31/2004                    28.83          .33            3.35            3.68         (.28)           --
----------------------------------------------------------------------------------------------------------------------------
CLASS 529-C:
Year ended 12/31/2008                    42.40          .30          (17.22)         (16.92)        (.27)         (.26)
Year ended 12/31/2007                    40.00          .67            4.37            5.04         (.57)        (2.07)
Year ended 12/31/2006                    35.37          .28            6.14            6.42         (.22)        (1.57)
Year ended 12/31/2005                    32.23          .27            3.16            3.43         (.29)           --
Year ended 12/31/2004                    28.83          .34            3.34            3.68         (.28)           --
----------------------------------------------------------------------------------------------------------------------------
CLASS 529-E:
Year ended 12/31/2008                   $42.40        $ .48         $(17.21)        $(16.73)      $ (.46)       $ (.26)
Year ended 12/31/2007                    40.00          .88            4.38            5.26         (.79)        (2.07)
Year ended 12/31/2006                    35.36          .48            6.15            6.63         (.42)        (1.57)
Year ended 12/31/2005                    32.23          .44            3.15            3.59         (.46)           --
Year ended 12/31/2004                    28.83          .49            3.35            3.84         (.44)           --
----------------------------------------------------------------------------------------------------------------------------
CLASS 529-F-1:
Year ended 12/31/2008                    42.39          .64          (17.19)         (16.55)        (.63)         (.26)
Year ended 12/31/2007                    40.00         1.13            4.33            5.46        (1.00)        (2.07)
Year ended 12/31/2006                    35.36          .67            6.15            6.82         (.61)        (1.57)
Year ended 12/31/2005                    32.22          .59            3.15            3.74         (.60)           --
Year ended 12/31/2004                    28.82          .58            3.33            3.91         (.51)           --


                                                                                                Ratio of     Ratio of
                                                                                                expenses     expenses
                                                                                               to average   to average
                                                                                               net assets   net assets
                                           Total      Net asset                  Net assets,     before        after
                                         dividends     value,                      end of         reim-        reim-
                                            and        end of        Total          year       bursements/  bursements/
                                       distributions    year     return/3,4/    (in millions)    waivers    waivers/4/
-------------------------------------------------------------------------------------------------------------------------

CLASS A:
Year ended 12/31/2008                     $ (.84)      $24.98      (39.70)%        $24,443         .63%         .61%
Year ended 12/31/2007                      (3.02)       42.45       13.55           38,877         .60          .57
Year ended 12/31/2006                      (2.13)       40.05       19.24           32,187         .61          .58
Year ended 12/31/2005                       (.59)       35.40       11.68           24,390         .62          .60
Year ended 12/31/2004                       (.56)       32.25       13.91           21,543         .63          .63
-------------------------------------------------------------------------------------------------------------------------
CLASS B:
Year ended 12/31/2008                       (.57)       24.92      (40.14)             924        1.39         1.37
Year ended 12/31/2007                      (2.69)       42.35       12.70            1,667        1.36         1.33
Year ended 12/31/2006                      (1.83)       39.96       18.33            1,417        1.38         1.35
Year ended 12/31/2005                       (.34)       35.33       10.84            1,090        1.39         1.36
Year ended 12/31/2004                       (.34)       32.19       13.03              971        1.40         1.39
-------------------------------------------------------------------------------------------------------------------------
CLASS C:
Year ended 12/31/2008                       (.56)       24.90      (40.16)           1,468        1.43         1.41
Year ended 12/31/2007                      (2.67)       42.31       12.65            2,053        1.41         1.38
Year ended 12/31/2006                      (1.81)       39.92       18.23            1,380        1.43         1.41
Year ended 12/31/2005                       (.32)       35.30       10.76              776        1.45         1.43
Year ended 12/31/2004                       (.32)       32.17       12.96              566        1.47         1.46
-------------------------------------------------------------------------------------------------------------------------
(The Financial Highlights table continues on the following page.)
-------------------------------------------------------------------------------------------------------------------------
CLASS F-1:
Year ended 12/31/2008                     $ (.84)      $24.97      (39.69)%        $ 2,932         .62%         .60%
Year ended 12/31/2007                      (3.02)       42.43       13.55            3,235         .61          .58
Year ended 12/31/2006                      (2.13)       40.03       19.21            1,815         .61          .58
Year ended 12/31/2005                       (.58)       35.39       11.64              662         .66          .63
Year ended 12/31/2004                       (.54)       32.24       13.84              463         .70          .70
-------------------------------------------------------------------------------------------------------------------------
CLASS F-2:
Period from 8/1/2008 to 12/31/2008/5/       (.37)       24.98      (31.78)              92         .17          .16
-------------------------------------------------------------------------------------------------------------------------
CLASS 529-A:
Year ended 12/31/2008                       (.82)       24.97      (39.71)             485         .68          .65
Year ended 12/31/2007                      (2.99)       42.42       13.49              643         .66          .64
Year ended 12/31/2006                      (2.11)       40.02       19.16              414         .66          .63
Year ended 12/31/2005                       (.56)       35.38       11.60              231         .70          .67
Year ended 12/31/2004                       (.53)       32.24       13.77              146         .73          .72
-------------------------------------------------------------------------------------------------------------------------
CLASS 529-B:
Year ended 12/31/2008                       (.53)       24.96      (40.20)              54        1.50         1.47
Year ended 12/31/2007                      (2.64)       42.41       12.57               80        1.48         1.46
Year ended 12/31/2006                      (1.79)       40.01       18.18               60        1.50         1.47
Year ended 12/31/2005                       (.29)       35.37       10.66               40        1.54         1.52
Year ended 12/31/2004                       (.28)       32.23       12.83               29        1.59         1.59
-------------------------------------------------------------------------------------------------------------------------
CLASS 529-C:
Year ended 12/31/2008                       (.53)       24.95      (40.21)             147        1.49         1.47
Year ended 12/31/2007                      (2.64)       42.40       12.58              195        1.48         1.45
Year ended 12/31/2006                      (1.79)       40.00       18.16              126        1.49         1.47
Year ended 12/31/2005                       (.29)       35.37       10.68               71        1.53         1.51
Year ended 12/31/2004                       (.28)       32.23       12.84               45        1.58         1.58
-------------------------------------------------------------------------------------------------------------------------
CLASS 529-E:
Year ended 12/31/2008                     $ (.72)      $24.95      (39.90)%        $    21         .98%         .96%
Year ended 12/31/2007                      (2.86)       42.40       13.14               29         .97          .95
Year ended 12/31/2006                      (1.99)       40.00       18.80               20         .97          .95
Year ended 12/31/2005                       (.46)       35.36       11.24               12        1.02          .99
Year ended 12/31/2004                       (.44)       32.23       13.40                7        1.06         1.05
-------------------------------------------------------------------------------------------------------------------------
CLASS 529-F-1:
Year ended 12/31/2008                       (.89)       24.95      (39.59)              20         .48          .46
Year ended 12/31/2007                      (3.07)       42.39       13.69               20         .47          .45
Year ended 12/31/2006                      (2.18)       40.00       19.40               11         .47          .45
Year ended 12/31/2005                       (.60)       35.36       11.68                5         .58          .56
Year ended 12/31/2004                       (.51)       32.22       13.73                2         .81          .80




                                           Ratio
                                          of net
                                         income to
                                          average
                                            net
                                        assets/2,4/
----------------------------------------------------

CLASS A:
Year ended 12/31/2008                      1.70%
Year ended 12/31/2007                      2.40
Year ended 12/31/2006                      1.60
Year ended 12/31/2005                      1.75
Year ended 12/31/2004                      2.05
----------------------------------------------------
CLASS B:
Year ended 12/31/2008                       .94
Year ended 12/31/2007                      1.63
Year ended 12/31/2006                       .83
Year ended 12/31/2005                       .99
Year ended 12/31/2004                      1.29
----------------------------------------------------
CLASS C:
Year ended 12/31/2008                       .90
Year ended 12/31/2007                      1.62
Year ended 12/31/2006                       .77
Year ended 12/31/2005                       .91
Year ended 12/31/2004                      1.24
----------------------------------------------------
(The Financial Highlights table continues on the following page.)
CLASS F-1:
Year ended 12/31/2008                      1.72%
Year ended 12/31/2007                      2.45
Year ended 12/31/2006                      1.58
Year ended 12/31/2005                      1.71
Year ended 12/31/2004                      2.02
----------------------------------------------------
CLASS F-2:
Period from 8/1/2008 to 12/31/2008/5/       .88
----------------------------------------------------
CLASS 529-A:
Year ended 12/31/2008                      1.66
Year ended 12/31/2007                      2.37
Year ended 12/31/2006                      1.55
Year ended 12/31/2005                      1.66
Year ended 12/31/2004                      2.00
----------------------------------------------------
CLASS 529-B:
Year ended 12/31/2008                       .84
Year ended 12/31/2007                      1.53
Year ended 12/31/2006                       .71
Year ended 12/31/2005                       .82
Year ended 12/31/2004                      1.13
----------------------------------------------------
CLASS 529-C:
Year ended 12/31/2008                       .85
Year ended 12/31/2007                      1.56
Year ended 12/31/2006                       .71
Year ended 12/31/2005                       .83
Year ended 12/31/2004                      1.14
----------------------------------------------------
CLASS 529-E:
Year ended 12/31/2008                      1.36%
Year ended 12/31/2007                      2.05
Year ended 12/31/2006                      1.23
Year ended 12/31/2005                      1.34
Year ended 12/31/2004                      1.66
----------------------------------------------------
CLASS 529-F-1:
Year ended 12/31/2008                      1.84
Year ended 12/31/2007                      2.62
Year ended 12/31/2006                      1.73
Year ended 12/31/2005                      1.76
Year ended 12/31/2004                      1.95



                                             Fundamental Investors / Prospectus


                                       34

<PAGE>

[This page intentionally left blank for this filing]

                                       35

Fundamental Investors / Prospectus


<PAGE>





                                          YEAR ENDED DECEMBER 31
                           2008        2007        2006        2005         2004
------------------------------------------------------------------------------------

 PORTFOLIO TURNOVER
RATE FOR ALL CLASSES       29%         27%         21%         24%          30%
OF SHARES




1  Based on average shares outstanding.
2  For the year ended December 31, 2007, this column reflects the impact of a
   corporate action event that resulted in a one-time increase to net investment
   income. If the corporate action had not occurred, the Class A net investment
   income per share and ratio of net income to average net assets would have been
   lower by $0.39 and 0.90%, respectively. The impact to the other share classes
   would have been approximately the same.
3  Total returns exclude any applicable sales charges, including contingent
   deferred sales charges.

4  This column reflects the impact, if any, of certain reimbursements/waivers
   from Capital Research and Management Company. During the years shown, Capital
   Research and Management Company reduced fees for investment advisory services.
5  Based on operations for the period shown and, accordingly, may not be
   representative of a full year.
                                             Fundamental Investors / Prospectus


                                       36



<PAGE>




[Logo - American Funds /(R)/]                 The right choice for the long term/(R)/





FOR SHAREHOLDER SERVICES         American Funds Service Company
                                 800/421-0180

FOR RETIREMENT PLAN SERVICES     Call your employer or plan
                                 administrator

FOR ADVISER MARKETING            American Funds Distributors
                                 800/421-9900

FOR 529 PLANS                    American Funds Service Company
                                 800 /421-0180, ext. 529

FOR 24-HOUR INFORMATION          American FundsLine
                                 800/325-3590
                                 americanfunds.com

Telephone calls you have with the American Funds organization may be
monitored or recorded for quality assurance, verification and/or
recordkeeping purposes. By speaking with us on the telephone, you are
giving your consent to such monitoring and recording.
-----------------------------------------------------------------------------------



MULTIPLE TRANSLATIONS  This prospectus may be translated into other languages.
If there is any inconsistency or ambiguity in the meaning of any translated word
or phrase, the English text will prevail.

ANNUAL/SEMI-ANNUAL REPORT TO SHAREHOLDERS  The shareholder reports contain
additional information about the fund, including financial statements,
investment results, portfolio holdings, a discussion of market conditions and
the fund's investment strategies and the independent registered public
accounting firm's report (in the annual report).

PROGRAM DESCRIPTION  The program description for the CollegeAmerica/(R)/ 529
program contains additional information about the policies and services related
to 529 plan accounts.

STATEMENT OF ADDITIONAL INFORMATION (SAI) AND CODES OF ETHICS  The current SAI,
as amended from time to time, contains more detailed information about the fund,
including the fund's financial statements, and is incorporated by reference into
this prospectus. This means that the current SAI, for legal purposes, is part of
this prospectus. The codes of ethics describe the personal investing policies
adopted by the fund, the fund's investment adviser and its affiliated companies.

The codes of ethics and current SAI are on file with the Securities and Exchange
Commission (SEC). These and other related materials about the fund are available
for review or to be copied at the SEC's Public Reference Room in Washington, DC
(202/551-8090) or on the EDGAR database on the SEC's website at sec.gov or,
after payment of a duplicating fee, via e-mail request to publicinfo@sec.gov or
by writing to the SEC's Public Reference Section, 100 F Street, NE, Washington,
DC 20549-0102. The codes of ethics, current SAI and shareholder reports are also
available, free of charge, on americanfunds.com.

E-DELIVERY AND HOUSEHOLD MAILINGS  Each year you are automatically sent an
updated prospectus and annual and semi-annual reports for the fund. You may also
occasionally receive proxy statements for the fund. In order to reduce the
volume of mail you receive, when possible, only one copy of these documents will
be sent to shareholders who are part of the same family and share the same
household address. You may elect to receive these documents electronically in
lieu of paper form by enrolling in e-delivery on our website, americanfunds.com.

If you would like to opt out of household-based mailings or receive a
complimentary copy of the current SAI, codes of ethics, annual/semi-annual
report to shareholders or applicable program description, please call American
Funds Service Company at 800/421-0180 or write to the secretary of the fund at
P.O. Box 7650, San Francisco, California 94120.

SECURITIES INVESTOR PROTECTION CORPORATION (SIPC)  Shareholders may obtain
information about SIPC on its website at sipc.org or by calling 202/371-8300.



                                                                                                  Investment Company File No. 811-00032
                                                                                               MFGEPR-910-0309P Litho in USA CGD/B/8008
---------------------------------------------------------------------------------------------------------------------------------------
THE CAPITAL GROUP COMPANIES
American Funds        Capital Research and Management       Capital International        Capital Guardian        Capital Bank and Trust








<PAGE>




[Logo - American Funds/(R)/]                  The right choice for the long term/(R)/




Fundamental Investors/SM/




 PROSPECTUS
 ADDENDUM




 March 1, 2009










 THE SECURITIES AND EXCHANGE COMMISSION HAS NOT APPROVED OR DISAPPROVED OF
 THESE SECURITIES. FURTHER, IT HAS NOT DETERMINED THAT THIS PROSPECTUS IS
 ACCURATE OR COMPLETE. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL
 OFFENSE.








<PAGE>


Class R-5 shares of Fundamental Investors are available to certain clients of
the Personal Investment Management group of Capital Guardian Trust Company./SM/
Accordingly, for these shareholders, the following information should be read
in conjunction with the prospectus for this fund.

Risk/Return summary -- pages 1-4



 INVESTMENT RESULTS
 AVERAGE ANNUAL TOTAL RETURNS FOR PERIODS ENDED DECEMBER 31, 2008:

                                        1 YEAR   5 YEARS   LIFETIME/*/
-----------------------------------------------------------------------

 CLASS R-5 -- FIRST SOLD 5/15/02
 Before taxes                           -39.53%   1.00%       1.94%




* Lifetime results are measured from the date the share class was first sold.

Fees and expenses of the fund -- pages 5-6

These tables describe the fees and expenses that you may pay if you buy and hold
shares of the fund.


 SHAREHOLDER FEES (PAID DIRECTLY FROM YOUR INVESTMENT)
                                                                     CLASS R-5
-------------------------------------------------------------------------------

 Maximum initial sales charge on purchases (as a percentage of         none
 offering price)
-------------------------------------------------------------------------------
 Maximum sales charge on reinvested dividends                          none
-------------------------------------------------------------------------------
 Maximum contingent deferred sales charge                              none
-------------------------------------------------------------------------------
 Redemption or exchange fees                                           none





 ANNUAL FUND OPERATING EXPENSES (DEDUCTED FROM FUND ASSETS)

                                                  CLASS R-5
--------------------------------------------------------------

 Management fees/1/                                 0.25%
--------------------------------------------------------------
 Distribution and/or service (12b-1) fees            none
--------------------------------------------------------------
 Other expenses/2/                                  0.12
--------------------------------------------------------------
 Total annual fund operating expenses/1/            0.37



1  The fund's investment adviser waived a portion of its management fees from
   September 1, 2004, through December 31, 2008. Management fees and total annual
   fund operating expenses in the table do not reflect any waiver. Information
   regarding the effect of any waiver on total annual fund operating expenses can
   be found in the Financial Highlights table in this prospectus addendum and in
   the fund's annual report.
2  Includes custodial, legal, transfer agent and subtransfer agent/recordkeeping
   payments and various other expenses. A portion of the fund's expenses may be
   used to pay third parties (including affiliates of the fund's investment
   adviser) that provide recordkeeping services to retirement plans invested in
   the fund.





<PAGE>

EXAMPLE

The example below is intended to help you compare the cost of investing in the
fund with the cost of investing in other mutual funds. The example assumes that
you invest $10,000 in the fund for the time periods indicated, that your
investment has a 5% return each year, that all dividends and capital gain
distributions are reinvested, and that the fund's operating expenses remain the
same as shown above. The example does not reflect the impact of any fee waivers
or expense reimbursements.

Although your actual costs may be higher or lower, based on these assumptions,
your cumulative estimated expenses would be:



                         1 YEAR  3 YEARS  5 YEARS   10 YEARS
-------------------------------------------------------------

 Class R-5                $38     $119     $208       $468
-------------------------------------------------------------



Purchase and exchange of shares -- pages 18-23

PURCHASE OF CLASS R-5 SHARES

Class R-5 shares of the fund are available to certain clients of the Personal
Investment Management group of Capital Guardian Trust Company. Please contact
Capital Guardian Trust Company if you wish to purchase Class R-5 shares of the
fund.

Sales charges -- pages 23-26

CLASS R-5 SHARES

Class R-5 shares are sold without any initial or contingent deferred sales
charge. In addition, no compensation is paid to investment dealers on sales of
Class R-5 shares.



<PAGE>

Financial highlights -- pages 34-36

The Financial Highlights table is intended to help you understand the fund's
results for the past five fiscal years. Certain information reflects financial
results for a single share. The total returns in the table represent the rate
that an investor would have earned or lost on an investment in the fund
(assuming reinvestment of all dividends and capital gain distributions). Where
indicated, figures in the table reflect the impact, if any, of certain
reimbursements/waivers from Capital Research and Management Company. For more
information about these reimbursements/waivers, see the footnotes to the Annual
Fund Operating Expenses table under "Fees and expenses of the fund" in this
prospectus addendum and the fund's annual report. The information in the
Financial Highlights table has been audited by Deloitte & Touche LLP, whose
report, along with the fund's financial statements, is included in the statement
of additional information, which is available upon request.





                                    (LOSS) INCOME FROM INVESTMENT OPERATIONS/1/



                                                   Net (losses)
                                                     gains on
                           Net                      securities
                          asset                        (both
                         value,         Net          realized       Total from
                        beginning   investment          and         investment
                         of year     income/2/      unrealized)     operations
----------------------------------------------------------------------------------

CLASS R-5:
 Year ended 12/31/2008   $42.46        $ .69         $(17.23)        $(16.54)
 Year ended 12/31/2007    40.06         1.18            4.34            5.52
 Year ended 12/31/2006    35.41          .71            6.16            6.87
 Year ended 12/31/2005    32.26          .65            3.17            3.82
 Year ended 12/31/2004    28.86          .68            3.35            4.03

                              DIVIDENDS AND DISTRIBUTIONS






                        Dividends   Distributions      Total      Net asset
                        (from net       (from        dividends     value,
                        investment     capital          and        end of      Total
                         income)       gains)      distributions    year     return/3/
----------------------------------------------------------------------------------------

CLASS R-5:
 Year ended 12/31/2008   $ (.67)       $ (.26)        $ (.93)      $24.99    (39.53)%
 Year ended 12/31/2007    (1.05)        (2.07)         (3.12)       42.46     13.81
 Year ended 12/31/2006     (.65)        (1.57)         (2.22)       40.06     19.50
 Year ended 12/31/2005     (.67)           --           (.67)       35.41     11.94
 Year ended 12/31/2004     (.63)           --           (.63)       32.26     14.19


                                    Ratio of     Ratio of
                                    expenses     expenses
                                       to           to
                                     average      average        Ratio
                           Net         net          net         of net
                         assets,     assets       assets        income
                         end of      before        after          to
                          year        reim-        reim-        average
                           (in     bursements/  bursements/       net
                        millions)    waivers    waivers/3/    assets/2,3/
--------------------------------------------------------------------------

CLASS R-5:
 Year ended 12/31/2008   $1,077       .37%         .35%          1.98%
 Year ended 12/31/2007    1,014       .37          .34           2.73
 Year ended 12/31/2006      481       .38          .35           1.83
 Year ended 12/31/2005      265       .39          .36           1.96
 Year ended 12/31/2004      141       .39          .39           2.31








                                          YEAR ENDED DECEMBER 31
                           2008        2007        2006        2005         2004
------------------------------------------------------------------------------------

 PORTFOLIO TURNOVER
RATE FOR ALL CLASSES       29%         27%         21%         24%          30%
OF SHARES




1  Based on average shares outstanding.
2  For the year ended December 31, 2007, this column reflects the impact of a
   corporate action event that resulted in a one-time increase to net investment
   income. If the corporate action had not occurred, the Class A net investment
   income per share and ratio of net income to average net assets would have been
   lower by $0.39 and 0.90%, respectively. The impact to the other share classes
   would have been approximately the same.

3  This column reflects the impact, if any, of certain reimbursements/waivers
   from Capital Research and Management Company. During the years shown, Capital
   Research and Management Company reduced fees for investment advisory services.






<PAGE>


                          FUNDAMENTAL INVESTORS, INC.

                                     Part B
                      Statement of Additional Information

                               March 1, 2009


This document is not a prospectus but should be read in conjunction with the
current prospectus or retirement plan prospectus of Fundamental Investors, Inc.
(the "fund" or "FI") dated March 1, 2009. You may obtain a prospectus from your
financial adviser or by writing to the fund at the following address:

                          Fundamental Investors, Inc.
                              Attention: Secretary
                                   One Market
                           Steuart Tower, Suite 1800
                        San Francisco, California 94105
                                  415/421-9360

Certain privileges and/or services described below may not be available to all
shareholders (including shareholders who purchase shares at net asset value
through eligible retirement plans) depending on the shareholder's investment
dealer or retirement plan recordkeeper. Please see your financial adviser,
investment dealer, plan recordkeeper or employer for more information.

                               TABLE OF CONTENTS



Item                                                                  Page no.
----                                                                  --------

Certain investment limitations and guidelines . . . . . . . . . . .        2
Description of certain securities and investment techniques . . . .        2
Fundamental policies and investment restrictions. . . . . . . . . .        6
Management of the fund  . . . . . . . . . . . . . . . . . . . . . .        9
Execution of portfolio transactions . . . . . . . . . . . . . . . .       29
Disclosure of portfolio holdings. . . . . . . . . . . . . . . . . .       31
Price of shares . . . . . . . . . . . . . . . . . . . . . . . . . .       33
Taxes and distributions . . . . . . . . . . . . . . . . . . . . . .       35
Purchase and exchange of shares . . . . . . . . . . . . . . . . . .       40
Sales charges . . . . . . . . . . . . . . . . . . . . . . . . . . .       44
Sales charge reductions and waivers . . . . . . . . . . . . . . . .       47
Selling shares. . . . . . . . . . . . . . . . . . . . . . . . . . .       51
Shareholder account services and privileges . . . . . . . . . . . .       52
General information . . . . . . . . . . . . . . . . . . . . . . . .       55
Appendix. . . . . . . . . . . . . . . . . . . . . . . . . . . . . .       62
Financial statements




                        Fundamental Investors -- Page 1
<PAGE>


                 CERTAIN INVESTMENT LIMITATIONS AND GUIDELINES

The following limitations and guidelines are considered at the time of purchase,
under normal circumstances, and are based on a percentage of the fund's net
assets unless otherwise noted. This summary is not intended to reflect all of
the fund's investment limitations.


DEBT SECURITIES

.    The fund may invest up to 5% of its assets in straight debt securities
     (i.e, not convertible into equity) rated Ba1 or below by Moody's Investors
     Service ("Moody's") and BB+ or below by Standard & Poor's Corporation
     ("S&P") or unrated but determined to be of equivalent quality.

INVESTING OUTSIDE THE U.S.

.    The fund may invest up to 30% of its assets in securities of issuers that
     are domiciled outside the United States and Canada and not included in the
     S&P 500 Composite Index. In determining the domicile of an issuer, the
     fund's investment adviser will consider the domicile determination of a
     leading provider of global indexes, such as Morgan Stanley Capital
     International, and may also take into account such factors as where the
     company is legally organized and/or maintains principal corporate offices
     and/or conducts its principal operations.

                        *     *     *     *     *     *

The fund may experience difficulty liquidating certain portfolio securities
during significant market declines or periods of heavy redemptions.


          DESCRIPTION OF CERTAIN SECURITIES AND INVESTMENT TECHNIQUES

The descriptions below are intended to supplement the material in the prospectus
under "Investment objective, strategies and risks."


EQUITY SECURITIES -- Equity securities represent an ownership position in a
company. Equity securities held by the fund typically consist of common stocks.
The prices of equity securities fluctuate based on, among other things, events
specific to their issuers and market, economic and other conditions. For
example, prices of these securities can be affected by financial contracts held
by the issuer or third parties (such as derivatives) relating to the security or
other assets or indices.


There may be little trading in the secondary market for particular equity
securities, which may adversely affect the fund's ability to value accurately or
dispose of such equity securities. Adverse publicity and investor perceptions,
whether or not based on fundamental analysis, may decrease the value and/or
liquidity of equity securities.


The growth-oriented, equity-type securities generally purchased by the fund may
involve large price swings and potential for loss.


DEBT SECURITIES -- Debt securities are used by issuers to borrow money.
Generally, issuers pay investors periodic interest and repay the amount borrowed
either periodically during the life of the


                        Fundamental Investors -- Page 2
<PAGE>



security and/or at maturity. Some debt securities, such as zero coupon bonds, do
not pay current interest, but are purchased at a discount from their face values
and their values accrete over time to face value at maturity. The market prices
of debt securities fluctuate depending on such factors as interest rates, credit
quality and maturity. In general, market prices of debt securities decline when
interest rates rise and increase when interest rates fall. For example, prices
of these securities can be affected by financial contracts held by the issuer or
third parties (such as derivatives) relating to the security or other assets or
indices.


Lower rated debt securities, rated Ba1 or below by Moody's and/or BB+ or below
by S&P or unrated but determined by the fund's investment adviser to be of
equivalent quality, are described by the rating agencies as speculative and
involve greater risk of default or price changes due to changes in the issuer's
creditworthiness than higher rated debt securities, or they may already be in
default. The market prices of these securities may fluctuate more than higher
quality securities and may decline significantly in periods of general economic
difficulty. It may be more difficult to dispose of, and to determine the value
of, lower rated debt securities.


Credit ratings for debt securities provided by rating agencies reflect an
evaluation of the safety of principal and interest payments, not market value
risk. The rating of an issuer is a rating agency's view of past and future
potential developments related to the issuer and may not necessarily reflect
actual outcomes. There can be a lag between the time of developments relating to
an issuer and the time a rating is assigned and updated.


Bond rating agencies may assign modifiers (such as +/-) to ratings categories to
signify the relative position of a credit within the rating category. Investment
policies that are based on ratings categories should be read to include any
security within that category, without giving consideration to the modifier
except where otherwise provided. See the Appendix for more information about
credit ratings.


SECURITIES WITH EQUITY AND DEBT CHARACTERISTICS -- The fund may invest in
securities that have a combination of equity and debt characteristics. These
securities may at times behave more like equity than debt or vice versa. Some
types of convertible bonds, preferred stocks or other preferred securities
automatically convert into common stocks or other securities at a stated
conversion ratio and some may be subject to redemption at the option of the
issuer at a predetermined price. These securities, prior to conversion, may pay
a fixed rate of interest or a dividend. Because convertible securities have both
debt and equity characteristics, their values vary in response to many factors,
including the values of the securities into which they are convertible, general
market and economic conditions, and convertible market valuations, as well as
changes in interest rates, credit spreads and the credit quality of the issuer.



The prices and yields of nonconvertible preferred securities or preferred stocks
generally move with changes in interest rates and the issuer's credit quality,
similar to the factors affecting debt securities. Nonconvertible preferred
securities will be treated as debt for fund investment limit purposes.


REAL ESTATE INVESTMENT TRUSTS -- The fund may invest in securities issued by
real estate investment trusts (REITs), which primarily invest in real estate or
real estate-related loans. Equity REITs own real estate properties, while
mortgage REITs hold construction, development and/or long-term mortgage loans.
The values of REITs may be affected by changes in the value of the underlying
property of the trusts, the creditworthiness of the issuer, property taxes,
interest rates, tax laws and regulatory requirements, such as those relating to
the environment. Both types of


                        Fundamental Investors -- Page 3
<PAGE>



REITs are dependent upon management skill and the cash flows generated by their
holdings, the real estate market in general and the possibility of failing to
qualify for any applicable pass-through tax treatment or failing to maintain any
applicable exemptive status afforded under relevant laws.


INVESTING IN VARIOUS COUNTRIES -- Investing outside the United States may
involve additional risks caused by, among other things, currency controls and
fluctuating currency values; different accounting, auditing, financial reporting
and legal standards and practices in some countries; changing local, regional
and global economic, political and social conditions; expropriation; changes in
tax policy; greater market volatility; differing securities market structures;
higher transaction costs; and various administrative difficulties, such as
delays in clearing and settling portfolio transactions or in receiving payment
of dividends.


The risks described above may be heightened in connection with investments in
developing countries. Although there is no universally accepted definition, the
investment adviser generally considers a developing country as a country that is
in the earlier stages of its industrialization cycle with a low per capita gross
domestic product ("GDP") and a low market capitalization to GDP ratio relative
to those in the United States and the European Union. Historically, the markets
of developing countries have been more volatile than the markets of developed
countries. The fund may invest in securities of issuers in developing countries
only to a limited extent.


Additional costs could be incurred in connection with the fund's investment
activities outside the United States. Brokerage commissions may be higher
outside the United States, and the fund will bear certain expenses in connection
with its currency transactions. Furthermore, increased custodian costs may be
associated with maintaining assets in certain jurisdictions.


CURRENCY TRANSACTIONS -- The fund may purchase and sell currencies to facilitate
securities transactions and enter into forward currency contracts to protect
against changes in currency exchange rates. A forward currency contract is an
obligation to purchase or sell a specific currency at a future date, which may
be any fixed number of days from the date of the contract agreed upon by the
parties, at a price set at the time of the contract. Forward currency contracts
entered into by the fund will involve the purchase or sale of one currency
against the U.S. dollar. While entering into forward currency transactions could
minimize the risk of loss due to a decline in the value of the hedged currency,
it could also limit any potential gain that may result from an increase in the
value of the currency. The fund will not generally attempt to protect against
all potential changes in exchange rates. The fund will segregate liquid assets
that will be marked to market daily to meet its forward contract commitments to
the extent required by the Securities and Exchange Commission.


Certain provisions of the Internal Revenue Code may affect the extent to which
the fund may enter into forward contracts. Such transactions also may affect the
character and timing of income, gain or loss recognized by the fund for U.S.
federal income tax purposes.


INVESTING IN SMALLER CAPITALIZATION STOCKS -- The fund may invest in the stocks
of smaller capitalization companies (typically companies with market
capitalizations of less than $3.5 billion at the time of purchase). The
investment adviser believes that the issuers of smaller capitalization stocks
often provide attractive investment opportunities. However, investing in smaller
capitalization stocks can involve greater risk than is customarily associated
with investing in stocks of larger, more established companies. For example,
smaller companies often have limited product lines, limited operating histories,
limited markets or financial resources, may be


                        Fundamental Investors -- Page 4
<PAGE>



dependent on one or a few key persons for management and can be more susceptible
to losses. Also, their securities may be thinly traded (and therefore have to be
sold at a discount from current prices or sold in small lots over an extended
period of time), may be followed by fewer investment research analysts and may
be subject to wider price swings, thus creating a greater chance of loss than
securities of larger capitalization companies.


OBLIGATIONS BACKED BY THE "FULL FAITH AND CREDIT" OF THE U.S. GOVERNMENT -- U.S.
government obligations include the following types of securities:


     U.S. TREASURY SECURITIES -- U.S. Treasury securities include direct
     obligations of the U.S. Treasury, such as Treasury bills, notes and bonds.
     For these securities, the payment of principal and interest is
     unconditionally guaranteed by the U.S. government, and thus they are of the
     highest possible credit quality. Such securities are subject to variations
     in market value due to fluctuations in interest rates, but, if held to
     maturity, will be paid in full.

     FEDERAL AGENCY SECURITIES -- The securities of certain U.S. government
     agencies and government-sponsored entities are guaranteed as to the timely
     payment of principal and interest by the full faith and credit of the U.S.
     government. Such agencies and entities include the Government National
     Mortgage Association (Ginnie Mae), the Veterans Administration (VA), the
     Federal Housing Administration (FHA), the Export-Import Bank (Exim Bank),
     the Overseas Private Investment Corporation (OPIC), the Commodity Credit
     Corporation (CCC) and the Small Business Administration (SBA).

OTHER FEDERAL AGENCY OBLIGATIONS -- Additional federal agency securities are
neither direct obligations of, nor guaranteed by, the U.S. government. These
obligations include securities issued by certain U.S. government agencies and
government-sponsored entities. However, they generally involve some form of
federal sponsorship: some operate under a government charter; some are backed by
specific types of collateral; some are supported by the issuer's right to borrow
from the Treasury; and others are supported only by the credit of the issuing
government agency or entity. These agencies and entities include, but are not
limited to: Federal Home Loan Bank, Federal Home Loan Mortgage Corporation
(Freddie Mac), Federal National Mortgage Association (Fannie Mae), Tennessee
Valley Authority and Federal Farm Credit Bank System.


On September 7, 2008, Freddie Mac and Fannie Mae were placed into
conservatorship by their new regulator, the Federal Housing Finance Agency.
Simultaneously, the U.S. Treasury made a commitment of indefinite duration to
maintain the positive net worth of both firms.


CASH AND CASH EQUIVALENTS -- The fund may hold cash or invest in cash
equivalents. Cash equivalents include (a) commercial paper (for example,
short-term notes with maturities typically up to 12 months in length issued by
corporations, governmental bodies or bank/corporation sponsored conduits
(asset-backed commercial paper)) (b) short-term bank obligations (for example,
certificates of deposit, bankers' acceptances (time drafts on a commercial bank
where the bank accepts an irrevocable obligation to pay at maturity)) or bank
notes, (c) savings association and savings bank obligations (for example, bank
notes and certificates of deposit issued by savings banks or savings
associations), (d) securities of the U.S. government, its agencies or
instrumentalities that mature, or may be redeemed, in one year or less, and (e)
corporate bonds and notes that mature, or that may be redeemed, in one year or
less.


REPURCHASE AGREEMENTS -- The fund may enter into repurchase agreements under
which the fund buys a security and obtains a simultaneous commitment from the
seller to repurchase the


                        Fundamental Investors -- Page 5
<PAGE>



security at a specified time and price. Repurchase agreements permit the fund to
maintain liquidity and earn income over periods of time as short as overnight.
The seller must maintain with the fund's custodian collateral equal to at least
100% of the repurchase price, including accrued interest, as monitored daily by
the investment adviser. The fund will only enter into repurchase agreements
involving securities in which it could otherwise invest and with selected banks
and securities dealers whose financial condition is monitored by the investment
adviser. If the seller under the repurchase agreement defaults, the fund may
incur a loss if the value of the collateral securing the repurchase agreement
has declined and may incur disposition costs in connection with liquidating the
collateral. If bankruptcy proceedings are commenced with respect to the seller,
realization of the collateral by the fund may be delayed or limited.


RESTRICTED OR ILLIQUID SECURITIES -- The fund may purchase securities subject to
restrictions on resale. Restricted securities may only be sold pursuant to an
exemption from registration under the Securities Act of 1933 (the "1933 Act"),
or in a registered public offering. Where registration is required, the holder
of a registered security may be obligated to pay all or part of the registration
expense and a considerable period may elapse between the time it decides to seek
registration and the time it may be permitted to sell a security under an
effective registration statement. Difficulty in selling such securities may
result in a loss to the fund or cause it to incur additional administrative
costs.


Securities (including restricted securities) not actively traded will be
considered illiquid unless they have been specifically determined to be liquid
under procedures adopted by the fund's board of directors, taking into account
factors such as the frequency and volume of trading, the commitment of dealers
to make markets and the availability of qualified investors, all of which can
change from time to time. The fund may incur certain additional costs in
disposing of illiquid securities.

                        *     *     *     *     *     *

PORTFOLIO TURNOVER -- Portfolio changes will be made without regard to the
length of time particular investments may have been held. Short-term trading
profits are not the fund's objective, and changes in its investments are
generally accomplished gradually, though short-term transactions may
occasionally be made. High portfolio turnover involves correspondingly greater
transaction costs in the form of dealer spreads or brokerage commissions, and
may result in the realization of net capital gains, which are taxable when
distributed to shareholders.


The fund's portfolio turnover rates for the fiscal years ended December 31, 2008
and 2007 were 29% and 27%, respectively. The portfolio turnover rate would equal
100% if each security in a fund's portfolio were replaced once per year. See
"Financial highlights" in the prospectus for the fund's annual portfolio
turnover rate for each of the last five fiscal years.


                FUNDAMENTAL POLICIES AND INVESTMENT RESTRICTIONS

FUNDAMENTAL POLICIES -- The fund has adopted the following fundamental policies
and investment restrictions, which may not be changed without approval by
holders of a majority of its outstanding shares. Such majority is defined in the
Investment Company Act of 1940, as amended (the "1940 Act"), as the vote of the
lesser of (a) 67% or more of the outstanding voting securities present at a
shareholder meeting, if the holders of more than 50% of the outstanding voting
securities are present in person or by proxy, or (b) more than 50% of the
outstanding voting securities. All percentage limitations are considered at the
time securities are purchased


                        Fundamental Investors -- Page 6
<PAGE>



and are based on the fund's net assets unless otherwise indicated. None of the
following investment restrictions involving a maximum percentage of assets will
be considered violated unless the excess occurs immediately after, and is caused
by, an acquisition by the fund.


The fund may not:


1.    borrow money or securities;

2.    buy securities "on margin";

3.    effect "short sales" of securities;

4.    mortgage, pledge or hypothecate securities;

5.    lend money or securities (but the purchase of a portion of an issue of
publicly distributed debt securities is not considered the making of a loan);

6.    invest in the securities of any issuer which, including predecessors, has
a record of less than three years continuous operation;

7.    invest in the securities of any issuer if any officer or director of the
fund owns more than 1/2 of 1% of the securities of that issuer or if the fund's
officers and directors together own more than 5% of the securities of that
issuer;

8.    invest any of its assets in the securities of any managed investment trust
or of any other managed investment company;

9.    invest more than 5% of its total assets at the market value at the time of
investment in securities of any one issuer, or hold more than 10% of such
securities of any one issuer, but these limitations do not apply to obligations
of or guaranteed by the U.S.;

10.   purchase or sell real estate (this shall not prevent the fund from
investing in securities or other instruments backed by real estate or securities
of companies engaged in the real estate business);

11.   purchase or sell commodities or commodity contracts;

12.   act as underwriter of securities issued by other persons;

13.  make investments in other companies for the purpose of exercising control
or management;

14.   concentrate its investments in any one industry or group of industries,
but may invest up to 25% of its assets in any one industry.

Notwithstanding investment restriction number 8, the fund may invest in
securities of other investment companies if deemed advisable by its officers in
connection with the administration of a deferred compensation plan adopted by
Directors pursuant to an exemptive order granted by the Securities and Exchange
Commission.


                        Fundamental Investors -- Page 7
<PAGE>


For purposes of investment restriction number 14, the fund will not invest 25%
or more (rather than more than 25%) of its total assets in the securities of
issuers in the same industry.


NONFUNDAMENTAL POLICIES -- The following policies may be changed without
shareholder approval.


1.   The fund will not invest in puts or calls; or invest more than 10% of the
value of its total assets in securities which are not readily marketable
(including repurchase agreements maturing in more than seven days or securities
for which there is no active and substantial market).

2.   No officer or director of the fund may sell portfolio securities to the
fund or buy portfolio securities from it.

3.   The fund may not issue senior securities, except as permitted by the 1940
Act.

4.   The fund may not acquire securities of open-end investment companies or
unit investment trusts registered under the 1940 Act in reliance on Sections
12(d)(1)(F) or 12(d)(1)(G) of the 1940 Act.


                        Fundamental Investors -- Page 8
<PAGE>


                             MANAGEMENT OF THE FUND

BOARD OF DIRECTORS AND OFFICERS


"INDEPENDENT" DIRECTORS/1/




 NAME, AGE AND                                                     NUMBER OF
 POSITION WITH FUND                                              PORTFOLIOS/3/
 (YEAR FIRST ELECTED               PRINCIPAL OCCUPATION(S)         OVERSEEN        OTHER DIRECTORSHIPS/4/ HELD
 AS A DIRECTOR/2/)                  DURING PAST FIVE YEARS        BY DIRECTOR              BY DIRECTOR
-----------------------------------------------------------------------------------------------------------------

 Ronald P. Badie, 66            Retired; former Vice Chairman,         3         Amphenol Corporation;
 Director (2008)                Deutsche Bank Alex. Brown                        Merisel, Inc.; Nautilus, Inc.;
                                                                                 Obagi Medical Products, Inc.

-----------------------------------------------------------------------------------------------------------------
 Joseph C. Berenato, 62         Chairman and CEO, Ducommun             6         Ducommun Incorporated
 Director (2003)                Incorporated (aerospace
                                components manufacturer)
-----------------------------------------------------------------------------------------------------------------
 Louise H. Bryson, 64           Chair of the Board of                  3         None
 Director (2008)                Trustees, J. Paul Getty Trust;
                                former President,
                                Distribution, Lifetime
                                Entertainment Network; former
                                Executive Vice President and
                                General Manager, Lifetime
                                Movie Network
-----------------------------------------------------------------------------------------------------------------
 Robert J. Denison, 67          Chair, First Security                  5         None
 Director (2005)                Management (private
                                investment)
-----------------------------------------------------------------------------------------------------------------
 Robert A. Fox, 71              Managing General Partner, Fox          8         Chemtura Corporation
 Director (1998)                Investments LP; corporate
                                director; retired President
                                and CEO, Foster Farms (poultry
                                producer)
-----------------------------------------------------------------------------------------------------------------
 Leonade D. Jones, 61           Co-founder, VentureThink LLC           7         None
 Director (1998)                (developed and managed
                                e-commerce businesses) and
                                Versura Inc. (education loan
                                exchange); former Treasurer,
                                The Washington Post Company
-----------------------------------------------------------------------------------------------------------------
 John G. McDonald, 71           Stanford Investors Professor,          9         iStar Financial, Inc.;
 Director (1998)                Graduate School of Business,                     Plum Creek Timber Co.;
                                Stanford University                              Scholastic Corporation;
                                                                                 Varian, Inc.
-----------------------------------------------------------------------------------------------------------------
 Gail L. Neale, 74              President, The Lovejoy                 4         None
 Director (1985)                Consulting Group, Inc. (a pro
                                bono consulting group advising
                                nonprofit organizations)
-----------------------------------------------------------------------------------------------------------------
 Henry E. Riggs, 74             President Emeritus, Keck               5         None
 Chairman of the Board          Graduate Institute of Applied
 (Independent and               Life Sciences
 Non-Executive) (1989)
-----------------------------------------------------------------------------------------------------------------
 Patricia K. Woolf, Ph.D.,      Private investor; corporate            7         None
 74                             director; former Lecturer,
 Director (1998)                Department of Molecular
                                Biology, Princeton University
-----------------------------------------------------------------------------------------------------------------





                        Fundamental Investors -- Page 9
<PAGE>


"INTERESTED" DIRECTORS/5,6/



                                   PRINCIPAL OCCUPATION(S)
                                   DURING PAST FIVE YEARS
 NAME, AGE AND                          AND POSITIONS              NUMBER OF
 POSITION WITH FUND             HELD WITH AFFILIATED ENTITIES    PORTFOLIOS/3/
 (YEAR FIRST ELECTED AS A       OR THE PRINCIPAL UNDERWRITER       OVERSEEN      OTHER DIRECTORSHIPS/4/ HELD
 DIRECTOR/OFFICER/2/)                    OF THE FUND              BY DIRECTOR            BY DIRECTOR
-------------------------------------------------------------------------------------------------------------

 James F. Rothenberg, 62       Chairman of the Board, Capital          2         None
                               Research and Management
                               Company; Director and
 Vice Chairman of the Board    Non-Executive Chair, American
 (1998)                        Funds Distributors, Inc.*;
                               Director and Non-Executive
                               Chair, The Capital Group
                               Companies, Inc.*
-------------------------------------------------------------------------------------------------------------
 Dina N. Perry, 63             Senior Vice President - Capital         1         None
                               World Investors, Capital
                               Research and Management Company;
 President (1994)              Director, Capital Research and
                               Management Company
-------------------------------------------------------------------------------------------------------------




                        Fundamental Investors -- Page 10
<PAGE>






 NAME, AGE AND
 POSITION WITH FUND          PRINCIPAL OCCUPATION(S) DURING PAST FIVE YEARS
 (YEAR FIRST ELECTED AS       AND POSITIONS HELD WITH AFFILIATED ENTITIES
 AN OFFICER/2/)                 OR THE PRINCIPAL UNDERWRITER OF THE FUND
-------------------------------------------------------------------------------

 Paul G. Haaga, Jr.,      Vice Chairman of the Board, Capital Research and
 60                       Management Company; Senior Vice President - Fixed
                          Income, Capital Research and Management Company
 Executive Vice
 President (1994)
-------------------------------------------------------------------------------
 Michael T. Kerr, 49      Senior Vice President - Capital World Investors,
                          Capital Research and Management Company; Director,
 Senior Vice President    Capital Research and Management Company
 (1995)
-------------------------------------------------------------------------------
 Martin Romo,/6/ 41       Senior Vice President - Capital World Investors,
                          Capital Research Company*; Director and Co-President,
 Senior Vice President    Capital Research Company*; Director, The Capital
 (1999)                   Group Companies, Inc.*
-------------------------------------------------------------------------------
 Mark L. Casey,/6 /38     Vice President - Capital World Investors, Capital
                          Research Company*
 Vice President (2008)
-------------------------------------------------------------------------------
 Ronald B. Morrow, 63     Senior Vice President - Capital World Investors,
                          Capital Research and Management Company
 Vice President (2004)
-------------------------------------------------------------------------------
 Donald H. Rolfe, 36      Associate Counsel - Fund Business Management Group,
                          Capital Research and Management Company
 Vice President (2007)
-------------------------------------------------------------------------------
 Patrick F. Quan, 50      Vice President - Fund Business Management Group,
                          Capital Research and Management Company
 Secretary (1989-1998;
 2000)
-------------------------------------------------------------------------------
 Jeffrey P. Regal, 37     Vice President - Fund Business Management Group,
                          Capital Research and Management Company
 Treasurer (2006)
-------------------------------------------------------------------------------
 Gregory F. Niland, 37    Vice President - Fund Business Management Group,
                          Capital Research and Management Company
 Assistant Treasurer
 (2009)
-------------------------------------------------------------------------------

                          Other officers/6/


*  Company affiliated with Capital Research and Management Company.

1  The term "independent" director refers to a director who is not an "interested
   person" of the fund within the meaning of the 1940 Act.

2  Directors and officers of the fund serve until their resignation, removal or
   retirement.
3  Funds managed by Capital Research and Management Company, including the
   American Funds; American Funds Insurance Series,(R) which is composed of 16
   funds and serves as the underlying investment vehicle for certain variable
   insurance contracts; American Funds Target Date Retirement Series,(R)/ /Inc.,
   which is composed of nine funds and is available through tax-deferred
   retirement plans and IRAs; and Endowments, which is composed of two portfolios
   and is available to certain nonprofit organizations.
4  This includes all directorships (other than those in the American Funds or
   other funds managed by Capital Research and Management Company) that are held
   by each director as a director of a public company or a registered investment
   company.
5  "Interested persons" of the fund within the meaning of the 1940 Act, on the
   basis of their affiliation with the fund's investment adviser, Capital Research
   and Management Company, or affiliated entities (including the fund's principal
   underwriter).
6  All of the officers listed, except Mark L. Casey and Martin Romo, are officers
   and/or directors/trustees of one or more of the other funds for which Capital
   Research and Management Company serves as investment adviser.

THE ADDRESS FOR ALL DIRECTORS AND OFFICERS OF THE FUND IS 333 SOUTH HOPE STREET,
55TH FLOOR, LOS ANGELES, CALIFORNIA 90071, ATTENTION: SECRETARY.


                        Fundamental Investors -- Page 11
<PAGE>



FUND SHARES OWNED BY DIRECTORS AS OF DECEMBER 31, 2008:




                                                                            AGGREGATE
                                                                             DOLLAR
                                                                           RANGE/1/ OF
                                                                           INDEPENDENT
                                         AGGREGATE                          DIRECTORS
                                      DOLLAR RANGE/1/      DOLLAR           DEFERRED
                                         OF SHARES       RANGE/1 /OF     COMPENSATION/2/
                                         OWNED IN        INDEPENDENT      ALLOCATED TO
                                         ALL FUNDS        DIRECTORS         ALL FUNDS
                                          IN THE          DEFERRED           WITHIN
                     DOLLAR RANGE/1/  AMERICAN FUNDS   COMPENSATION/2/   AMERICAN FUNDS
                         OF FUND      FAMILY OVERSEEN     ALLOCATED      FAMILY OVERSEEN
       NAME           SHARES OWNED      BY DIRECTOR        TO FUND         BY DIRECTOR
-----------------------------------------------------------------------------------------

 "INDEPENDENT" DIRECTORS
-----------------------------------------------------------------------------------------
 Ronald P. Badie      Over $100,000    Over $100,000      $10,001 -     $10,001 - $50,000
                                                           $50,000
-----------------------------------------------------------------------------------------
 Joseph C.              $10,001 -      Over $100,000      $50,001 -       Over $100,000
 Berenato                $50,000                          $100,000
-----------------------------------------------------------------------------------------
 Louise H. Bryson       $10,001 -      Over $100,000      $10,001 -       Over $100,000
                         $50,000                           $50,000
-----------------------------------------------------------------------------------------
 Robert J. Denison      $10,001 -        $10,001 -           N/A               N/A
                         $50,000          $50,000
-----------------------------------------------------------------------------------------
 Robert A. Fox        Over $100,000    Over $100,000    Over $100,000     Over $100,000
-----------------------------------------------------------------------------------------
 Leonade D. Jones       $50,001 -      Over $100,000    Over $100,000     Over $100,000
                        $100,000
-----------------------------------------------------------------------------------------
 John G. McDonald     Over $100,000    Over $100,000         N/A               N/A
-----------------------------------------------------------------------------------------
 Gail L. Neale          $10,001 -      Over $100,000         N/A               N/A
                         $50,000
-----------------------------------------------------------------------------------------
 Henry E. Riggs       Over $100,000    Over $100,000    Over $100,000     Over $100,000
-----------------------------------------------------------------------------------------
 Patricia K. Woolf      $10,001 -      Over $100,000    Over $100,000     Over $100,000
                         $50,000
-----------------------------------------------------------------------------------------





                        Fundamental Investors -- Page 12
<PAGE>





                                                           AGGREGATE
                                                        DOLLAR RANGE/1/
                                                           OF SHARES
                                                            OWNED IN
                                                           ALL FUNDS
                                                             IN THE
                           DOLLAR RANGE/1/               AMERICAN FUNDS
                               OF FUND                  FAMILY OVERSEEN
        NAME                 SHARES OWNED                 BY DIRECTOR
------------------------------------------------------------------------------

 "INTERESTED" DIRECTORS
------------------------------------------------------------------------------
 Dina N. Perry              Over $100,000                Over $100,000
------------------------------------------------------------------------------
 James F.                    Over $100,000               Over $100,000
 Rothenberg
------------------------------------------------------------------------------




1  Ownership disclosure is made using the following ranges: None; $1 - $10,000;
   $10,001 - $50,000; $50,001 - $100,000; and Over $100,000. The amounts listed
   for "interested" directors include shares owned through The Capital Group
   Companies, Inc. retirement plan and 401(k) plan.

2  Eligible directors may defer their compensation under a nonqualified deferred
   compensation plan. Deferred amounts accumulate at an earnings rate determined
   by the total return of one or more American Funds as designated by the
   director.

DIRECTOR COMPENSATION -- No compensation is paid by the fund to any officer or
director who is a director, officer or employee of the investment adviser or its
affiliates. The boards of funds advised by the investment adviser typically meet
either individually or jointly with the boards of one or more other such funds
with substantially overlapping board membership (in each case referred to as a
"board cluster"). The fund typically pays each independent director an annual
fee, which ranges from $16,500 to $35,000, based primarily on the total number
of board clusters on which that independent director serves.


In addition, the fund generally pays independent directors attendance and other
fees for meetings of the board and its committees. Board and committee chairs
receive additional fees for their services.


Independent directors also receive attendance fees for certain special joint
meetings and information sessions with directors and trustees of other groupings
of funds advised by the investment adviser. The fund and the other funds served
by each independent director each pay an equal portion of these attendance fees.


No pension or retirement benefits are accrued as part of fund expenses.
Independent directors may elect, on a voluntary basis, to defer all or a portion
of their fees through a deferred compensation plan in effect for the fund. The
fund also reimburses certain expenses of the independent directors.


                        Fundamental Investors -- Page 13
<PAGE>



DIRECTOR COMPENSATION EARNED DURING THE FISCAL YEAR ENDED DECEMBER 31, 2008




                                                                                                              TOTAL COMPENSATION
                                                                                AGGREGATE COMPENSATION            (INCLUDING
                                                                                (INCLUDING VOLUNTARILY       VOLUNTARILY DEFERRED
                                                                               DEFERRED COMPENSATION/1/)       COMPENSATION/1/)
                                    NAME                                             FROM THE FUND        FROM ALL FUNDS MANAGED BY
                                                                                                             CAPITAL RESEARCH AND
                                                                                                                  MANAGEMENT
                                                                                                                COMPANY OR ITS
                                                                                                                AFFILIATES/2/
------------------------------------------------------------------------------------------------------------------------------------

 Ronald P. Badie/3,4/                                                                   $22,583                    $ 67,000
------------------------------------------------------------------------------------------------------------------------------------
 Joseph C. Berenato/3/                                                                   53,667                     310,500
------------------------------------------------------------------------------------------------------------------------------------
 Louise H. Bryson/3,4/                                                                   20,604                     155,500
------------------------------------------------------------------------------------------------------------------------------------
 Robert J. Denison/3/                                                                    50,500                     215,500
------------------------------------------------------------------------------------------------------------------------------------
 Robert A. Fox/3/                                                                        49,777                     325,625
------------------------------------------------------------------------------------------------------------------------------------
 Leonade D. Jones/3/                                                                     49,643                     380,597
------------------------------------------------------------------------------------------------------------------------------------
 John G. McDonald/3/                                                                     44,334                     398,667
------------------------------------------------------------------------------------------------------------------------------------
 Gail L. Neale                                                                           56,375                     240,500
------------------------------------------------------------------------------------------------------------------------------------
 Henry E. Riggs/3/                                                                       75,250                     287,840
------------------------------------------------------------------------------------------------------------------------------------
 Patricia K. Woolf/3/                                                                    51,178                     364,569
------------------------------------------------------------------------------------------------------------------------------------




1  Amounts may be deferred by eligible directors under a nonqualified deferred
   compensation plan adopted by the fund in 1993. Deferred amounts accumulate at
   an earnings rate determined by the total return of one or more American Funds
   as designated by the directors. Compensation shown in this table for the fiscal
   year ended December 31, 2008 does not include earnings on amounts deferred in
   previous fiscal years. See footnote 3 to this table for more information.
2  Funds managed by Capital Research and Management Company, including the
   American Funds; American Funds Insurance Series,(R) which is composed of 16
   funds and serves as the underlying investment vehicle for certain variable
   insurance contracts; American Funds Target Date Retirement Series,(R)/ /Inc.,
   which is composed of nine funds and is available through tax-deferred
   retirement plans and IRAs; and Endowments, which is composed of two portfolios
   and is available to certain nonprofit organizations.
3  Since the deferred compensation plan's adoption, the total amount of deferred
   compensation accrued by the fund (plus earnings thereon) through the 2008
   fiscal year for participating directors is as follows: Ronald P. Badie
   ($18,015), Joseph C. Berenato ($56,288), Louise H. Bryson ($16,942), Robert J.
   Denison ($127,099), Robert A. Fox ($310,406), Leonade D. Jones ($92,496), John
   G. McDonald ($425,372), Henry E. Riggs ($334,239) and Patricia K. Woolf
   ($223,667). Amounts deferred and accumulated earnings thereon are not funded
   and are general unsecured liabilities of the fund until paid to the directors.
4  Ronald P. Badie and Louise H. Bryson were elected on August 7, 2008.

As of June 1, 2008, the officers and directors of the fund and their families,
as a group, owned beneficially or of record less than 1% of the outstanding
shares of the fund.


FUND ORGANIZATION AND THE BOARD OF DIRECTORS -- The fund, an open-end,
diversified management investment company, was organized as a Delaware
corporation on October 17, 1932 and reincorporated in Maryland on February 1,
1990. Although the board of directors has delegated day-to-day oversight to the
investment adviser, all fund operations are supervised by the fund's board,
which meets periodically and performs duties required by applicable state and
federal laws.


Under Maryland law, the business affairs of a fund are managed under the
direction of the board of directors, and all powers of the fund are exercised by
or under the authority of the board except as reserved to the shareholders by
law or the fund's charter or by-laws. Maryland law requires each director to
perform his/her duties as a director, including his/her duties as a


                        Fundamental Investors -- Page 14
<PAGE>



member of any board committee on which he/she serves, in good faith, in a manner
he/she reasonably believes to be in the best interest of the fund, and with the
care that an ordinarily prudent person in a like position would use under
similar circumstances.


Independent board members are paid certain fees for services rendered to the
fund as described above. They may elect to defer all or a portion of these fees
through a deferred compensation plan in effect for the fund.


The fund has several different classes of shares. Shares of each class represent
an interest in the same investment portfolio. Each class has pro rata rights as
to voting, redemption, dividends and liquidation, except that each class bears
different distribution expenses and may bear different transfer agent fees and
other expenses properly attributable to the particular class as approved by the
board of directors and set forth in the fund's rule 18f-3 Plan. Each class'
shareholders have exclusive voting rights with respect to the respective class'
rule 12b-1 plans adopted in connection with the distribution of shares and on
other matters in which the interests of one class are different from interests
in another class. Shares of all classes of the fund vote together on matters
that affect all classes in substantially the same manner. Each class votes as a
class on matters that affect that class alone. Note that 529 college savings
plan account owners invested in Class 529 shares are not shareholders of the
fund and, accordingly, do not have the rights of a shareholder, such as the
right to vote proxies relating to fund shares. As the legal owner of the fund's
Class 529 shares, the Virginia College Savings Plan/SM/ will vote any proxies
relating to such fund shares.


The fund does not hold annual meetings of shareholders. However, significant
matters that require shareholder approval, such as certain elections of board
members or a change in a fundamental investment policy, will be presented to
shareholders at a meeting called for such purpose. Shareholders have one vote
per share owned. At the request of the holders of at least 10% of the shares,
the fund will hold a meeting at which any member of the board could be removed
by a majority vote.


The fund's articles of incorporation and by-laws as well as separate
indemnification agreements that the fund has entered into with independent
directors provide in effect that, subject to certain conditions, the fund will
indemnify its officers and directors against liabilities or expenses actually
and reasonably incurred by them relating to their service to the fund. However,
directors are not protected from liability by reason of their willful
misfeasance, bad faith, gross negligence or reckless disregard of the duties
involved in the conduct of their office.


COMMITTEES OF THE BOARD OF DIRECTORS -- The fund has an audit committee
comprised of Ronald P. Badie, Joseph C. Berenato, Robert J. Denison, Robert A.
Fox and Leonade D. Jones, none of whom is an "interested person" of the fund
within the meaning of the 1940 Act. The committee provides oversight regarding
the fund's accounting and financial reporting policies and practices, its
internal controls and the internal controls of the fund's principal service
providers. The committee acts as a liaison between the fund's independent
registered public accounting firm and the full board of directors. Four audit
committee meetings were held during the 2008 fiscal year.


The fund has a contracts committee, comprised of Ronald P. Badie, Joseph C.
Berenato, Louise H. Bryson, Robert J. Denison, Robert A. Fox, Leonade D. Jones,
John G. McDonald, Gail L. Neale, Henry E. Riggs and Patricia K. Woolf, none of
whom is an "interested person" of the fund within the meaning of the 1940 Act.
The committee's principal function is to request,


                        Fundamental Investors -- Page 15
<PAGE>



review and consider the information deemed necessary to evaluate the terms of
certain agreements between the fund and its investment adviser or the investment
adviser's affiliates, such as the Investment Advisory and Service Agreement,
Principal Underwriting Agreement, Administrative Services Agreement and Plans of
Distribution adopted pursuant to rule 12b-1 under the 1940 Act, that the fund
may enter into, renew or continue, and to make its recommendations to the full
board of directors on these matters. One contracts committee meeting was held
during the 2008 fiscal year.


The fund has a nominating and governance committee, comprised of Joseph C.
Berenato, Louise H. Bryson, John G. McDonald, Gail L. Neale and Patricia K.
Woolf, none of whom is an "interested person" of the fund within the meaning of
the 1940 Act. The committee periodically reviews such issues as the board's
composition, responsibilities, committees, compensation and other relevant
issues, and recommends any appropriate changes to the full board of directors.
The committee also evaluates, selects and nominates independent director
candidates to the full board of directors. While the committee normally is able
to identify from its own and other resources an ample number of qualified
candidates, it will consider shareholder suggestions of persons to be considered
as nominees to fill future vacancies on the board. Such suggestions must be sent
in writing to the nominating and governance committee, of the fund, addressed to
the fund's secretary, and must be accompanied by complete biographical and
occupational data on the prospective nominee, along with a written consent of
the prospective nominee for consideration of his or her name by the committee.
Three nominating committee meetings were held during the 2008 fiscal year.


The fund has a proxy committee comprised of Robert A. Fox, Leonade D. Jones,
John G. McDonald, Gail L. Neale and Patricia K. Woolf, none of whom is an
"interested person" of the fund within the meaning of the 1940 Act. The
committee's functions include establishing and reviewing procedures and policies
for voting proxies of companies held in the fund's portfolio, making
determinations with regard to certain contested proxy voting issues, and
discussing related current issues. Four proxy committee meetings were held
during the 2008 fiscal year.


PROXY VOTING PROCEDURES AND PRINCIPLES -- The fund and its investment adviser
have adopted Proxy Voting Procedures and Principles (the "Principles") with
respect to voting proxies of securities held by the fund, other American Funds,
Endowments and American Funds Insurance Series. The complete text of these
principles is available on the American Funds website at americanfunds.com.
Certain American Funds, including the fund, have established separate proxy
voting committees that vote proxies or delegate to a voting officer the
authority to vote on behalf of those funds. Proxies for all other funds are
voted by a committee of the appropriate equity investment division of the
investment adviser under authority delegated by those funds' boards. Therefore,
if more than one fund invests in the same company, they may vote differently on
the same proposal.


All U.S. proxies are voted. Proxies for companies outside the U.S. also are
voted, provided there is sufficient time and information available. After a
proxy statement is received, the investment adviser prepares a summary of the
proposals contained in the proxy statement. A discussion of any potential
conflicts of interest also is included in the summary. For proxies of securities
managed by a particular investment division of the investment adviser, the
initial voting recommendation is made by one or more of the division's
investment analysts familiar with the company and industry. A second
recommendation is made by a proxy coordinator (an investment analyst with
experience in corporate governance and proxy voting matters) within the
appropriate


                        Fundamental Investors -- Page 16
<PAGE>


investment division, based on knowledge of these Principles and familiarity with
proxy-related issues. The proxy summary and voting recommendations are made
available to the appropriate proxy voting committee for a final voting decision.


The analyst and proxy coordinator making voting recommendations are responsible
for noting any potential material conflicts of interest. One example might be
where a director of one or more American Funds is also a director of a company
whose proxy is being voted. In such instances, proxy voting committee members
are alerted to the potential conflict. The proxy voting committee may then elect
to vote the proxy or seek a third-party recommendation or vote of an ad hoc
group of committee members.


The Principles, which have been in effect in substantially their current form
for many years, provide an important framework for analysis and decision-making
by all funds. However, they are not exhaustive and do not address all potential
issues. The Principles provide a certain amount of flexibility so that all
relevant facts and circumstances can be considered in connection with every
vote. As a result, each proxy received is voted on a case-by-case basis
considering the specific circumstances of each proposal. The voting process
reflects the funds' understanding of the company's business, its management and
its relationship with shareholders over time.


Information regarding how the fund voted proxies relating to portfolio
securities during the 12-month period ended June 30 of each year will be
available on or about September 1 of each year (a) without charge, upon request
by calling American Funds Service Company at 800/421-0180, (b) on the American
Funds website and (c) on the SEC's website at sec.gov.


The following summary sets forth the general positions of the American Funds,
Endowments, American Funds Insurance Series and the investment adviser on
various proposals. A copy of the full Principles is available upon request, free
of charge, by calling American Funds Service Company or visiting the American
Funds website.


     DIRECTOR MATTERS -- The election of a company's slate of nominees for
     director generally is supported. Votes may be withheld for some or all of
     the nominees if this is determined to be in the best interest of
     shareholders. Separation of the chairman and CEO positions also may be
     supported.

     GOVERNANCE PROVISIONS -- Typically, proposals to declassify a board (elect
     all directors annually) are supported based on the belief that this
     increases the directors' sense of accountability to shareholders. Proposals
     for cumulative voting generally are supported in order to promote
     management and board accountability and an opportunity for leadership
     change. Proposals designed to make director elections more meaningful,
     either by requiring a majority vote or by requiring any director receiving
     more withhold votes than affirmative votes to tender his or her
     resignation, generally are supported.

     SHAREHOLDER RIGHTS -- Proposals to repeal an existing poison pill generally
     are supported. (There may be certain circumstances, however, when a proxy
     voting committee of a fund or an investment division of the investment
     adviser believes that a company needs to maintain anti-takeover
     protection.) Proposals to eliminate the right of shareholders to act by
     written consent or to take away a shareholder's right to call a special
     meeting typically are not supported.


                        Fundamental Investors -- Page 17
<PAGE>


     COMPENSATION AND BENEFIT PLANS -- Option plans are complicated, and many
     factors are considered in evaluating a plan. Each plan is evaluated based
     on protecting shareholder interests and a knowledge of the company and its
     management. Considerations include the pricing (or repricing) of options
     awarded under the plan and the impact of dilution on existing shareholders
     from past and future equity awards. Compensation packages should be
     structured to attract, motivate and retain existing employees and qualified
     directors; however, they should not be excessive.

     ROUTINE MATTERS -- The ratification of auditors, procedural matters
     relating to the annual meeting and changes to company name are examples of
     items considered routine. Such items generally are voted in favor of
     management's recommendations unless circumstances indicate otherwise.

PRINCIPAL FUND SHAREHOLDERS -- The following table identifies those investors
who own of record or are known by the fund to own beneficially 5% or more of any
class of its shares as of the opening of business on June 1, 2008. Unless
otherwise indicated, the ownership percentages below represent ownership of
record rather than beneficial ownership.





            NAME AND ADDRESS                OWNERSHIP   OWNERSHIP PERCENTAGE
-------------------------------------------------------------------------------

 Edward D. Jones & Co.                      Record      Class A        26.35%
 Omnibus Account                                        Class B        16.67
 Maryland Heights, MO
-------------------------------------------------------------------------------
 First Clearing, LLC                        Record      Class B         5.09
 Custody Account                                        Class C         5.18
 Glen Allen, VA
-------------------------------------------------------------------------------
 Citigroup Global Markets, Inc.             Record      Class C        17.01
 Omnibus Account                                        Class F-1      25.84
 New York, NY
-------------------------------------------------------------------------------
 Merrill Lynch                              Record      Class C        10.74
 Omnibus Account
 Jacksonville, FL
-------------------------------------------------------------------------------
 A G Edwards & Sons, Inc.                   Record      Class C         5.08
 Omnibus Account
 Saint Louis, MO
-------------------------------------------------------------------------------
 LPL Financial                              Record      Class F-1      10.99
 Omnibus Account                                        Class F-2      27.37
 San Diego, CA
-------------------------------------------------------------------------------
 Charles Schwab & Co., Inc.                 Record      Class F-1       6.14
 Custody Account                                        Class F-2       8.13
 San Francisco. CA                                      Class R-4       6.74
                                                        Class R-5       9.90
-------------------------------------------------------------------------------
 Hartford Life Insurance Co. Separate       Record      Class R-1      26.93
 Account                                    Beneficial
 401K Plan
 Hartford, CT
-------------------------------------------------------------------------------
 NFS, LLC FEBO                              Record      Class R-3       7.42
 Transamerica Life Insurance                Beneficial
 Los Angeles, CA
-------------------------------------------------------------------------------
 NFS, LLC FEBO                              Record      Class R-4      15.30
 401K Plans                                 Beneficial  Class R-5      15.88
 Covington, KY
-------------------------------------------------------------------------------
 Principal Financial Group                  Record      Class R-4       6.65
 Omnibus Account
 Des Moines, IA
-------------------------------------------------------------------------------





                        Fundamental Investors -- Page 18
<PAGE>


UNLESS OTHERWISE NOTED, REFERENCES IN THIS STATEMENT OF ADDITIONAL INFORMATION
TO CLASS F SHARES, CLASS R SHARES OR CLASS 529 SHARES REFER TO BOTH F SHARE
CLASSES, ALL R SHARE CLASSES OR ALL 529 SHARE CLASSES, RESPECTIVELY.


INVESTMENT ADVISER -- Capital Research and Management Company, the fund's
investment adviser, founded in 1931, maintains research facilities in the United
States and abroad (Los Angeles, San Francisco, New York, Washington, DC, London,
Geneva, Hong Kong, Singapore and Tokyo). These facilities are staffed with
experienced investment professionals. The investment adviser is located at 333
South Hope Street, Los Angeles, CA 90071 and 6455 Irvine Center Drive, Irvine,
CA 92618. It is a wholly owned subsidiary of The Capital Group Companies, Inc.,
a holding company for several investment management subsidiaries. Capital
Research and Management Company manages equity assets through two investment
divisions, Capital World Investors and Capital Research Global Investors, and
manages fixed-income assets through its Fixed Income division. Capital World
Investors and Capital Research Global Investors make investment decisions on an
independent basis.


The investment adviser has adopted policies and procedures that address issues
that may arise as a result of an investment professional's management of the
fund and other funds and accounts. Potential issues could involve allocation of
investment opportunities and trades among funds and accounts, use of information
regarding the timing of fund trades, investment professional compensation and
voting relating to portfolio securities. The investment adviser believes that
its policies and procedures are reasonably designed to address these issues.


COMPENSATION OF INVESTMENT PROFESSIONALS -- As described in the prospectus, the
investment adviser uses a system of multiple portfolio counselors in managing
fund assets. In addition, Capital Research and Management Company's investment
analysts may make investment decisions with respect to a portion of a fund's
portfolio within their research coverage.


Portfolio counselors and investment analysts are paid competitive salaries by
Capital Research and Management Company. In addition, they may receive bonuses
based on their individual portfolio results. Investment professionals also may
participate in profit-sharing plans. The relative mix of compensation
represented by bonuses, salary and profit-sharing plans will vary depending on
the individual's portfolio results, contributions to the organization and other
factors.


To encourage a long-term focus, bonuses based on investment results are
calculated by comparing pretax total investment returns to relevant benchmarks
over the most recent year, a four-year rolling average and an eight-year rolling
average with greater weight placed on the


                        Fundamental Investors -- Page 19
<PAGE>



four-year and eight-year rolling averages. For portfolio counselors, benchmarks
may include measures of the marketplaces in which the fund invests and measures
of the results of comparable mutual funds. For investment analysts, benchmarks
may include relevant market measures and appropriate industry or sector indexes
reflecting their areas of expertise. Capital Research and Management Company
makes periodic subjective assessments of analysts' contributions to the
investment process and this is an element of their overall compensation. The
investment results of each of the fund's portfolio counselors may be measured
against one or more of the following benchmarks, depending on his or her
investment focus: S&P 500, MSCI World Index and Lipper Growth & Income Funds
Index.


PORTFOLIO COUNSELOR FUND HOLDINGS AND OTHER MANAGED ACCOUNTS -- As described
below, portfolio counselors may personally own shares of the fund. In addition,
portfolio counselors may manage portions of other mutual funds or accounts
advised by Capital Research and Management Company or its affiliates.


THE FOLLOWING TABLE REFLECTS INFORMATION AS OF DECEMBER 31, 2008:






                                      NUMBER             NUMBER
                                     OF OTHER           OF OTHER           NUMBER
                                    REGISTERED           POOLED           OF OTHER
                                    INVESTMENT         INVESTMENT         ACCOUNTS
                                 COMPANIES (RICS)    VEHICLES (PIVS)      FOR WHICH
                                     FOR WHICH          FOR WHICH         PORTFOLIO
                                     PORTFOLIO          PORTFOLIO         COUNSELOR
                   DOLLAR RANGE      COUNSELOR          COUNSELOR       IS A MANAGER
                     OF FUND       IS A MANAGER       IS A MANAGER       (ASSETS OF
    PORTFOLIO         SHARES      (ASSETS OF RICS    (ASSETS OF PIVS   OTHER ACCOUNTS
    COUNSELOR        OWNED/1/     IN BILLIONS)/2/    IN BILLIONS)/3/   IN BILLIONS)/4/
----------------------------------------------------------------------------------------

 Dina N. Perry         Over         3      $134.3      1       $0.71         None
                    $1,000,000
-----------------------------------------------------------------------------------------
 Michael T. Kerr    $500,001 -      2      $190.8         None               None
                    $1,000,000
-----------------------------------------------------------------------------------------
 Ronald B.          $100,001 -      3      $239.6         None               None
 Morrow              $500,000
-----------------------------------------------------------------------------------------
 James E. Drasdo       Over         1      $117.9         None               None
                    $1,000,000
-----------------------------------------------------------------------------------------
 Brady L.           $100,001 -      2      $ 46.3         None               None
 Enright             $500,000
-----------------------------------------------------------------------------------------




1  Ownership disclosure is made using the following ranges: None; $1 - $10,000;
   $10,001 - $50,000; $50,001 - $100,000; $100,001 - $500,000; $500,001 -
   $1,000,000; and Over $1,000,000. The amounts listed include shares owned
   through The Capital Group Companies, Inc. retirement plan and 401(k) plan.
2  Indicates fund(s) where the portfolio counselor also has significant
   responsibilities for the day to day management of the fund(s). Assets noted are
   the total net assets of the registered investment companies and are not the
   total assets managed by the individual, which is a substantially lower amount.
   No fund has an advisory fee that is based on the performance of the fund.
3  Represents funds advised or sub-advised by Capital Research and Management
   Company and sold outside the United States and/ or fixed-income assets in
   institutional accounts managed by investment adviser subsidiaries of Capital
   Group International, Inc., an affiliate of Capital Research and Management
   Company. Assets noted are the total net assets of the funds or accounts and are
   not the total assets managed by the individual, which is a substantially lower
   amount. No fund or account has an advisory fee that is based on the performance
   of the fund or account.
4  Reflects other professionally managed accounts held at companies affiliated
   with Capital Research and Management Company. Personal brokerage accounts of
   portfolio counselors and their families are not reflected.


                        Fundamental Investors -- Page 20
<PAGE>



INVESTMENT ADVISORY AND SERVICE AGREEMENT -- The Investment Advisory and Service
Agreement (the "Agreement") between the fund and the investment adviser will
continue in effect until August 31, 2009, unless sooner terminated, and may be
renewed from year to year thereafter, provided that any such renewal has been
specifically approved at least annually by (a) the board of directors, or by the
vote of a majority (as defined in the 1940 Act) of the outstanding voting
securities of the fund, and (b) the vote of a majority of directors who are not
parties to the Agreement or interested persons (as defined in the 1940 Act) of
any such party, cast in person at a meeting called for the purpose of voting on
such approval. The Agreement provides that the investment adviser has no
liability to the fund for its acts or omissions in the performance of its
obligations to the fund not involving willful misconduct, bad faith, gross
negligence or reckless disregard of its obligations under the Agreement. The
Agreement also provides that either party has the right to terminate it, without
penalty, upon 60 days' written notice to the other party, and that the Agreement
automatically terminates in the event of its assignment (as defined in the 1940
Act).


In addition to providing investment advisory services, the investment adviser
furnishes the services and pays the compensation and travel expenses of persons
to perform the fund's executive, administrative, clerical and bookkeeping
functions, and provides suitable office space, necessary small office equipment
and utilities, general purpose accounting forms, supplies and postage used at
the fund's offices. The fund pays all expenses not assumed by the investment
adviser, including, but not limited to: custodian, stock transfer and dividend
disbursing fees and expenses; shareholder recordkeeping and administrative
expenses; costs of the designing, printing and mailing of reports, prospectuses,
proxy statements and notices to its shareholders; taxes; expenses of the
issuance and redemption of fund shares (including stock certificates,
registration and qualification fees and expenses); expenses pursuant to the
fund's plans of distribution (described below); legal and auditing expenses;
compensation, fees and expenses paid to independent directors; association dues;
costs of stationery and forms prepared exclusively for the fund; and costs of
assembling and storing shareholder account data.


As compensation for its services, the investment adviser receives a monthly
management fee that is based on average daily net assets and is calculated at an
annual rate of 0.39% on the first $1 billion of the fund's net assets, plus
0.336% on net assets over $1 billion to $2 billion, plus 0.30% on net assets
over $2 billion to $3 billion, plus 0.276% on net assets over $3 billion to $5
billion, plus 0.27% on net assets over $5 billion to $8 billion, plus 0.258% on
net assets over $8 billion to $13 billion, plus 0.252% on net assets over $13
billion to $17 billion, plus 0.250% on net assets over $17 billion to $21
billion, plus 0.245% on net assets over $21 billion to $27 billion, plus 0.240%
on net assets over $27 billion to $34 billion, plus 0.237% on net assets over
$34 billion to $44 billion, plus 0.234% on net assets over $44 billion to $55
billion, plus 0.232% on net assets over $55 billion.


The investment adviser has agreed to waive any fees to the extent they would
exceed those payable under the rate structure contained in its previous
agreement that was in effect from December 1, 1991 through May 31, 1998. The fee
structure referenced above is lower than that in the previous agreement except
in the event that the fund's net assets were to fall below $8 billion when fees
are equal to, or higher than, that in the previous agreement.


The Agreement provides for a management fee reduction to the extent that the
annual ordinary operating expenses of the fund's Class A shares exceed 1% of the
average net assets in excess thereof. Expenses which are not subject to these
limitations are interest, taxes and extraordinary expenses. Expenditures,
including costs incurred in connection with the purchase or sale of


                        Fundamental Investors -- Page 21
<PAGE>



portfolio securities, which are capitalized in accordance with generally
accepted accounting principles applicable to investment companies, are accounted
for as capital items and not as expenses. To the extent the fund's management
fee must be waived due to Class A share expense ratios exceeding the expense
limitations described above, management fees will be reduced similarly for all
classes of shares of the fund, or other Class A fees will be waived in lieu of
management fees.


For the fiscal years ended December 31, 2008, 2007 and 2006, the investment
adviser was entitled to receive from the fund management fees of $115,983,000,
$115,799,000 and $87,469,000, respectively. After giving effect to the
management fee waivers described below, the fund paid the investment adviser
management fees of $104,385,000 (a reduction of $11,598,000), $104,219,000 (a
reduction of $11,580,000) and $78,722,000 (a reduction of $8,747,000) for the
fiscal years ended December 31, 2008, 2007 and 2006, respectively.


For the period from September 1, 2004 through March 31, 2005, the investment
adviser agreed to waive 5% of the management fees that it was otherwise entitled
to receive under the Agreement. From April 1, 2005 through December 31, 2008,
this waiver increased to 10% of the management fees that the investment adviser
was otherwise entitled to receive. The waiver was discontinued effective January
1, 2009.


ADMINISTRATIVE SERVICES AGREEMENT -- The Administrative Services Agreement (the
"Administrative Agreement") between the fund and the investment adviser relating
to the fund's Class C, F, R and 529 shares will continue in effect until August
31, 2009, unless sooner terminated, and may be renewed from year to year
thereafter, provided that any such renewal has been specifically approved at
least annually by the vote of a majority of directors who are not parties to the
Administrative Agreement or interested persons (as defined in the 1940 Act) of
any such party, cast in person at a meeting called for the purpose of voting on
such approval. The fund may terminate the Administrative Agreement at any time
by vote of a majority of independent directors. The investment adviser has the
right to terminate the Administrative Agreement upon 60 days' written notice to
the fund. The Administrative Agreement automatically terminates in the event of
its assignment (as defined in the 1940 Act).


Under the Administrative Agreement, the investment adviser provides certain
transfer agent and administrative services for shareholders of the fund's Class
C and F shares, and Class R and 529 shares. The investment adviser may contract
with third parties, including American Funds Service Company,/(R)/ the fund's
Transfer Agent, to provide some of these services. Services include, but are not
limited to, shareholder account maintenance, transaction processing, tax
information reporting and shareholder and fund communications. In addition, the
investment adviser monitors, coordinates, oversees and assists with the
activities performed by third parties providing such services.


The investment adviser receives an administrative services fee at the annual
rate of up to 0.15% of the average daily net assets for Class C, F, R (excluding
Class R-5 shares) and 529 shares for administrative services provided to these
share classes. Administrative services fees are paid monthly and accrued daily.
The investment adviser uses a portion of this fee to compensate third parties
for administrative services provided to the fund. Of the remainder, the
investment adviser does not retain more than 0.05% of the average daily net
assets for each applicable share class. For Class R-5 shares, the administrative
services fee is calculated at the annual rate of up to 0.10% of the average
daily net assets. The administrative services fee includes compensation for
transfer agent and shareholder services provided to the fund's Class C, F, R and
529 shares. In


                        Fundamental Investors -- Page 22
<PAGE>



addition to making administrative service fee payments to unaffiliated third
parties, the investment adviser also makes payments from the administrative
services fee to American Funds Service Company according to a fee schedule,
based principally on the number of accounts serviced, contained in a Shareholder
Services Agreement between the fund and American Funds Service Company. A
portion of the fees paid to American Funds Service Company for transfer agent
services is also paid directly from the relevant share class.


During the 2008 fiscal year, administrative services fees, gross of any payments
made by the investment adviser, were:




                                               ADMINISTRATIVE SERVICES FEE
--------------------------------------------------------------------------------

                CLASS C                                $3,055,000
--------------------------------------------------------------------------------
               CLASS F-1                                3,671,000
--------------------------------------------------------------------------------
               CLASS F-2                                   24,000
--------------------------------------------------------------------------------
              CLASS 529-A                                 652,000
--------------------------------------------------------------------------------
              CLASS 529-B                                  87,000
--------------------------------------------------------------------------------
              CLASS 529-C                                 218,000
--------------------------------------------------------------------------------
              CLASS 529-E                                  29,000
--------------------------------------------------------------------------------
             CLASS 529-F-1                                 24,000
--------------------------------------------------------------------------------
               CLASS R-1                                  107,000
--------------------------------------------------------------------------------
               CLASS R-2                                2,138,000
--------------------------------------------------------------------------------
               CLASS R-3                                2,543,000
--------------------------------------------------------------------------------
               CLASS R-4                                1,587,000
--------------------------------------------------------------------------------
               CLASS R-5                                1,065,000
--------------------------------------------------------------------------------




PRINCIPAL UNDERWRITER AND PLANS OF DISTRIBUTION -- American Funds
Distributors,/(R)/ Inc. (the "Principal Underwriter") is the principal
underwriter of the fund's shares. The Principal Underwriter is located at 333
South Hope Street, Los Angeles, CA 90071; 6455 Irvine Center Drive, Irvine, CA
92618; 3500 Wiseman Boulevard, San Antonio, TX 78251; 8332 Woodfield Crossing
Boulevard, Indianapolis, IN 46240; and 5300 Robin Hood Road, Norfolk, VA 23513.


The Principal Underwriter receives revenues relating to sales of the fund's
shares, as follows:


     .    For Class A and 529-A shares, the Principal Underwriter receives
          commission revenue consisting of the balance of the Class A and 529-A
          sales charge remaining after the allowances by the Principal
          Underwriter to investment dealers.

     .    For Class B and 529-B shares, the Principal Underwriter sells its
          rights to the 0.75% distribution-related portion of the 12b-1 fees
          paid by the fund, as well as any contingent deferred sales charges, to
          a third party. The Principal Underwriter compensates investment
          dealers for sales of Class B and 529-B shares out of the proceeds of
          this sale and keeps any amounts remaining after this compensation is
          paid.


                        Fundamental Investors -- Page 23
<PAGE>


     .    For Class C and 529-C shares, the Principal Underwriter receives any
          contingent deferred sales charges that apply during the first year
          after purchase.

In addition, the fund reimburses the Principal Underwriter for advancing
immediate service fees to qualified dealers and advisers upon the sale of Class
B, 529-B, C and 529-C shares. The fund also reimburses the Principal Underwriter
for service fees (and, in the case of Class 529-E shares, commissions) paid on a
quarterly basis to qualified dealers and advisers in connection with investments
in Class F-1, 529-F-1, 529-E, R-1, R-2, R-3 and R-4 shares.


Commissions, revenue or service fees retained by the Principal Underwriter after
allowances or compensation to dealers were:




                                                                 COMMISSIONS,        ALLOWANCE OR

                                                                    REVENUE          COMPENSATION

                                           FISCAL YEAR/PERIOD  OR FEES RETAINED       TO DEALERS
-----------------------------------------------------------------------------------------------------

                 CLASS A                          2008            $22,580,000        $ 99,505,000
                                                  2007             23,001,000         100,028,000
                                                  2006             20,462,000          89,708,000
-----------------------------------------------------------------------------------------------------
                 CLASS B                          2008                763,000           6,709,000
                                                  2007              1,020,000           6,693,000
                                                  2006                788,000           5,960,000
-----------------------------------------------------------------------------------------------------
                 CLASS C                          2008                272,000           5,732,000
                                                  2007                     --           6,137,000
                                                  2006                     --           4,452,000
-----------------------------------------------------------------------------------------------------
               CLASS 529-A                        2008                877,000           4,067,000
                                                  2007                947,000           4,327,000
                                                  2006                696,000           3,180,000
-----------------------------------------------------------------------------------------------------
               CLASS 529-B                        2008                 49,000             393,000
                                                  2007                 58,000             407,000
                                                  2006                 46,000             328,000
-----------------------------------------------------------------------------------------------------
               CLASS 529-C                        2008                     --             502,000
                                                  2007                     --             543,000
                                                  2006                     --             363,000
-----------------------------------------------------------------------------------------------------





                        Fundamental Investors -- Page 24
<PAGE>


Plans of distribution -- The fund has adopted plans of distribution (the
"Plans") pursuant to rule 12b-1 under the 1940 Act. The Plans permit the fund to
expend amounts to finance any activity primarily intended to result in the sale
of fund shares, provided the fund's board of directors has approved the category
of expenses for which payment is being made.


Each Plan is specific to a particular share class of the fund. As the fund has
not adopted a Plan for Class F-2 or Class R-5, no 12b-1 fees are paid from Class
F-2 or Class R-5 share assets and the following disclosure is not applicable to
these share classes.


Payments under the Plans may be made for service-related and/or
distribution-related expenses. Service-related expenses include paying service
fees to qualified dealers. Distribution-related expenses include commissions
paid to qualified dealers. The amounts actually paid under the Plans for the
past fiscal year, expressed as a percentage of the fund's average daily net
assets attributable to the applicable share class, are disclosed in the
prospectus under "Fees and expenses of the fund." Further information regarding
the amounts available under each Plan is in the "Plans of Distribution" section
of the prospectus.


Following is a brief description of the Plans:


     CLASS A AND 529-A -- For Class A and 529-A shares, up to 0.25% of the
     fund's average daily net assets attributable to such shares is reimbursed
     to the Principal Underwriter for paying service-related expenses, and the
     balance available under the applicable Plan may be paid to the Principal
     Underwriter for distribution-related expenses. The fund may annually expend
     up to 0.25% for Class A shares and up to 0.50% for Class 529-A shares under
     the applicable Plan.

     Distribution-related expenses for Class A and 529-A shares include dealer
     commissions and wholesaler compensation paid on sales of shares of $1
     million or more purchased without a sales charge. Commissions on these "no
     load" purchases (which are described in further detail under the "Sales
     Charges" section of this statement of additional information) in excess of
     the Class A and 529-A Plan limitations and not reimbursed to the Principal
     Underwriter during the most recent fiscal quarter are recoverable for five
     quarters, provided that the reimbursement of such commissions does not
     cause the fund to exceed the annual expense limit. After five quarters,
     these commissions are not recoverable.

     CLASS B AND 529-B -- The Plans for Class B and 529-B shares provide for
     payments to the Principal Underwriter of up to 0.25% of the fund's average
     daily net assets attributable


                        Fundamental Investors -- Page 25
<PAGE>


     to such shares for paying service-related expenses and 0.75% for
     distribution-related expenses, which include the financing of commissions
     paid to qualified dealers.

     OTHER SHARE CLASSES (CLASS C, 529-C, F-1, 529-F-1, 529-E, R-1, R-2, R-3 AND
     R-4) -- The Plans for each of the other share classes that have adopted
     Plans provide for payments to the Principal Underwriter for paying
     service-related and distribution-related expenses of up to the following
     amounts of the fund's average daily net assets attributable to such shares:




                                                                        TOTAL
                                           SERVICE    DISTRIBUTION    ALLOWABLE
                                           RELATED      RELATED         UNDER
                  SHARE CLASS            PAYMENTS/1/  PAYMENTS/1/    THE PLANS/2/
----------------------------------------------------------------------------------

          Class C                           0.25%        0.75%          1.00%
----------------------------------------------------------------------------------
          Class 529-C                       0.25         0.75           1.00
----------------------------------------------------------------------------------
          Class F-1                         0.25           --           0.50
----------------------------------------------------------------------------------
          Class 529-F-1                     0.25           --           0.50
----------------------------------------------------------------------------------
          Class 529-E                       0.25         0.25           0.75
----------------------------------------------------------------------------------
          Class R-1                         0.25         0.75           1.00
----------------------------------------------------------------------------------
          Class R-2                         0.25         0.50           1.00
----------------------------------------------------------------------------------
          Class R-3                         0.25         0.25           0.75
----------------------------------------------------------------------------------
          Class R-4                         0.25           --           0.50
----------------------------------------------------------------------------------




     1  Amounts in these columns represent the amounts approved by the board of
        directors under the applicable Plan.
     2  The fund may annually expend the amounts set forth in this column under
        the current Plans with the approval of the board of directors.

During the 2008 fiscal year, 12b-1 expenses accrued and paid, and if applicable,
unpaid, were:



                                                      12B-1 UNPAID LIABILITY
                               12B-1 EXPENSES              OUTSTANDING
------------------------------------------------------------------------------

        CLASS A                 $80,557,000                 $4,352,000
------------------------------------------------------------------------------
        CLASS B                  13,828,000                    773,000
------------------------------------------------------------------------------
        CLASS C                  19,214,000                  1,224,000
------------------------------------------------------------------------------
       CLASS F-1                  8,841,000                  1,266,000
------------------------------------------------------------------------------
      CLASS 529-A                 1,199,000                     76,000
------------------------------------------------------------------------------
      CLASS 529-B                   719,000                     47,000
------------------------------------------------------------------------------
      CLASS 529-C                 1,855,000                    134,000
------------------------------------------------------------------------------
      CLASS 529-E                   136,000                      9,000
------------------------------------------------------------------------------
     CLASS 529-F-1                       --                         --
------------------------------------------------------------------------------
       CLASS R-1                    655,000                     57,000
------------------------------------------------------------------------------
       CLASS R-2                  3,405,000                    230,000
------------------------------------------------------------------------------
       CLASS R-3                  6,137,000                    450,000
------------------------------------------------------------------------------
       CLASS R-4                  2,609,000                    207,000
------------------------------------------------------------------------------





                        Fundamental Investors -- Page 26
<PAGE>


Approval of the Plans -- As required by rule 12b-1 and the 1940 Act, the Plans
(together with the Principal Underwriting Agreement) have been approved by the
full board of directors and separately by a majority of the independent
directors of the fund who have no direct or indirect financial interest in the
operation of the Plans or the Principal Underwriting Agreement. In addition, the
selection and nomination of independent directors of the fund are committed to
the discretion of the independent directors during the existence of the Plans.


Potential benefits of the Plans to the fund include quality shareholder
services, savings to the fund in transfer agency costs, and benefits to the
investment process from growth or stability of assets. The Plans may not be
amended to materially increase the amount spent for distribution without
shareholder approval. Plan expenses are reviewed quarterly by the board of
directors and the Plans must be renewed annually by the board of directors.


FEE TO VIRGINIA COLLEGE SAVINGS PLAN -- With respect to Class 529 Shares, as
compensation for its oversight and administration, Virginia College Savings Plan
receives a quarterly fee accrued daily and calculated at the annual rate of
0.10% on the first $30 billion of the net assets invested in Class 529 Shares of
the American Funds, 0.09% on net assets between $30 billion and $60 billion,
0.08% on net assets between $60 billion and $90 billion, 0.07% on net assets
between $90 billion and $120 billion, and 0.06% on net assets between $120
billion and $150 billion. The fee for any given calendar quarter is accrued and
calculated on the basis of average net assets of Class 529 Shares of the
American Funds for the last month of the prior calendar quarter.


OTHER COMPENSATION TO DEALERS -- As of October 2008, the top dealers (or their
affiliates) that American Funds Distributors anticipates will receive additional
compensation (as described in the prospectus) include:

     AIG Advisors Group
          Advantage Capital Corporation
          AIG Financial Advisors, Inc.
          American General Securities Incorporated
          FSC Securities Corporation
          Royal Alliance Associates, Inc.
     AXA Advisors, LLC
     Cadaret, Grant & Co., Inc.
     Cambridge Investment Research, Inc.
     Commonwealth Financial Network
     Cuna Brokerage Services, Inc.
     Deutsche Bank Securities Inc.
     Edward Jones


                        Fundamental Investors -- Page 27
<PAGE>


     Genworth Financial Securities Corporation
     Hefren-Tillotson, Inc.
     HTK / Janney Montgomery Group
          Hornor, Townsend & Kent, Inc.
          Janney Montgomery Scott LLC
     ING Advisors Network Inc.
          Bancnorth Investment Group, Inc.
          Financial Network Investment Corporation
          Guaranty Brokerage Services, Inc.
          ING Financial Partners, Inc.
          Multi-Financial Securities Corporation
          Primevest Financial Services, Inc.
     Intersecurities / Transamerica
          InterSecurities, Inc.
          Transamerica Financial Advisors, Inc.
     JJB Hilliard/PNC Bank
          J.J.B. Hilliard, W.L. Lyons, Inc.
          PNC Bank, National Association
          PNC Investments LLC
     Lincoln Financial Advisors Corporation
     LPL Group
          Associated Securities Corp.
          LPL Financial Corporation
          Mutual Service Corporation
          Uvest Investment Services
          Waterstone Financial Group, Inc.
     Merrill Lynch, Pierce, Fenner & Smith Incorporated
     Metlife Enterprises
          Metlife Securities Inc.
          New England Securities

          Tower Square Securities
          Walnut Street Securities, Inc.
     MML Investors Services, Inc.
     Morgan Keegan & Company, Inc.
     Morgan Stanley & Co., Incorporated
     National Planning Holdings Inc.
          Invest Financial Corporation
          Investment Centers of America, Inc.
          National Planning Corporation
          SII Investments, Inc.
     NFP Securities, Inc.
     Northwestern Mutual Investment Services, LLC
     Park Avenue Securities LLC
     Princor Financial Services Corporation
     Raymond James Group
          Raymond James & Associates, Inc.
          Raymond James Financial Services Inc.
     RBC Dain Rauscher Inc.
     Robert W. Baird & Co. Incorporated


                        Fundamental Investors -- Page 28
<PAGE>


     Securian / C.R.I.
          CRI Securities, LLC
          Securian Financial Services, Inc.
     Smith Barney
          Legg Mason

          Primerica Financial Services
     U.S. Bancorp Investments, Inc.
     UBS Financial Services Inc.
     Wachovia Group
          A. G. Edwards, a Division of Wachovia Securities, LLC
          First Clearing LLC
          Wachovia Securities Financial Network, LLC
          Wachovia Securities Investment Services Group
          Wachovia Securities Latin American Channel
          Wachovia Securities Private Client Group
     Wells Fargo Investments, LLC

                      EXECUTION OF PORTFOLIO TRANSACTIONS

The investment adviser places orders with broker-dealers for the fund's
portfolio transactions. Purchases and sales of equity securities on a securities
exchange or an over-the-counter market are effected through broker-dealers who
receive commissions for their services. Generally, commissions relating to
securities traded on foreign exchanges will be higher than commissions relating
to securities traded on U.S. exchanges and may not be subject to negotiation.
Equity securities may also be purchased from underwriters at prices that include
underwriting fees. Purchases and sales of fixed-income securities are generally
made with an issuer or a primary market-maker acting as principal with no stated
brokerage commission. The price paid to an underwriter for fixed-income
securities includes underwriting fees. Prices for fixed-income securities in
secondary trades usually include undisclosed compensation to the market-maker
reflecting the spread between the bid and ask prices for the securities.


In selecting broker-dealers, the investment adviser strives to obtain "best
execution" (the most favorable total price reasonably attainable under the
circumstances) for the fund's portfolio transactions, taking into account a
variety of factors. These factors include the size and type of transaction, the
nature and character of the markets for the security to be purchased or sold,
the cost, quality and reliability of the executions and the broker-dealer's
ability to offer liquidity and anonymity. The investment adviser considers these
factors, which involve qualitative judgments, when selecting broker-dealers and
execution venues for fund portfolio transactions. The investment adviser views
best execution as a process that should be evaluated over time as part of an
overall relationship with particular broker-dealer firms rather than on a
trade-by-trade basis. The fund does not consider the investment adviser as
having an obligation to obtain the lowest commission rate available for a
portfolio transaction to the exclusion of price, service and qualitative
considerations.


The investment adviser may execute portfolio transactions with broker-dealers
who provide certain brokerage and/or investment research services to it, but
only when in the investment adviser's judgment the broker-dealer is capable of
providing best execution for that transaction. The receipt of these services
permits the investment adviser to supplement its own research and analysis and
makes available the views of, and information from, individuals and the research
staffs of other firms. Such views and information may be provided in the form of
written reports,


                        Fundamental Investors -- Page 29
<PAGE>


telephone contacts and meetings with securities analysts. These services may
include, among other things, reports and other communications with respect to
individual companies, industries, countries and regions, economic, political and
legal developments, as well as scheduling meetings with corporate executives and
seminars and conferences related to relevant subject matters. The investment
adviser considers these services to be supplemental to its own internal research
efforts and therefore the receipt of investment research from broker-dealers
does not tend to reduce the expenses involved in the investment adviser's
research efforts. If broker-dealers were to discontinue providing such services
it is unlikely the investment adviser would attempt to replicate them on its
own, in part because they would then no longer provide an independent,
supplemental viewpoint. Nonetheless, if it were to attempt to do so, the
investment adviser would incur substantial additional costs. Research services
that the investment adviser receives from broker-dealers may be used by the
investment adviser in servicing the fund and other funds and accounts that it
advises; however, not all such services will necessarily benefit the fund.


The investment adviser may pay commissions in excess of what other
broker-dealers might have charged - including on an execution-only basis - for
certain portfolio transactions in recognition of brokerage and/or investment
research services provided by a broker-dealer. In this regard, the investment
adviser has adopted a brokerage allocation procedure consistent with the
requirements of Section 28(e) of the U.S. Securities Exchange Act of 1934.
Section 28(e) permits an investment adviser to cause an account to pay a higher
commission to a broker-dealer that provides certain brokerage and/or investment
research services to the investment adviser, if the investment adviser makes a
good faith determination that such commissions are reasonable in relation to the
value of the services provided by such broker-dealer to the investment adviser
in terms of that particular transaction or the investment adviser's overall
responsibility to the fund and other accounts that it advises. Certain brokerage
and/or investment research services may not necessarily benefit all accounts
paying commissions to each such broker-dealer; therefore, the investment adviser
assesses the reasonableness of commissions in light of the total brokerage and
investment research services provided by each particular broker-dealer.


In accordance with its internal brokerage allocation procedure, each equity
investment division of the investment adviser periodically assesses the
brokerage and investment research services provided by each broker-dealer from
which it receives such services. Using its judgment, each equity investment
division of the investment adviser then creates lists with suggested levels of
commissions for particular broker-dealers and provides those lists to its
trading desks. Neither the investment adviser nor the fund incurs any obligation
to any broker-dealer to pay for research by generating trading commissions. The
actual level of business received by any broker-dealer may be less than the
suggested level of commissions and can, and often does, exceed the suggested
level in the normal course of business. As part of its ongoing relationships
with broker-dealers, the investment adviser routinely meets with firms,
typically at the firm's request, to discuss the level and quality of the
brokerage and research services provided, as well as the perceived value and
cost of such services. In valuing the brokerage and investment research services
the investment adviser receives from broker-dealers in connection with its good
faith determination of reasonableness, the investment adviser does not attribute
a dollar value to such services, but rather takes various factors into
consideration, including the quantity, quality and usefulness of the services to
the investment adviser.


The investment adviser seeks, on an ongoing basis, to determine what the
reasonable levels of commission rates are in the marketplace. The investment
adviser takes various considerations into account when evaluating such
reasonableness, including, (a) rates quoted by broker--


                        Fundamental Investors -- Page 30
<PAGE>


dealers, (b) the size of a particular transaction in terms of the number of
shares and dollar amount, (c) the complexity of a particular transaction, (d)
the nature and character of the markets on which a particular trade takes place,
(e) the ability of a broker-dealer to provide anonymity while executing trades,
(f) the ability of a broker-dealer to execute large trades while minimizing
market impact, (g) the extent to which a broker-dealer has put its own capital
at risk, (h) the level and type of business done with a particular broker-dealer
over a period of time, (i) historical commission rates, and (j) commission rates
that other institutional investors are paying.


When executing portfolio transactions in the same equity security for the funds
and accounts, or portions of funds and accounts, over which the investment
adviser, through its equity investment divisions, has investment discretion,
each of the investment divisions will normally aggregate its respective
purchases or sales and execute them as part of the same transaction or series of
transactions. When executing portfolio transactions in the same fixed-income
security for the fund and the other funds or accounts over which it or one of
its affiliated companies has investment discretion, the investment adviser will
normally aggregate such purchases or sales and execute them as part of the same
transaction or series of transactions. The objective of aggregating purchases
and sales of a security is to allocate executions in an equitable manner among
the funds and other accounts that have concurrently authorized a transaction in
such security.


The investment adviser may place orders for the fund's portfolio transactions
with broker-dealers who have sold shares in the funds managed by the investment
adviser or its affiliated companies; however, it does not consider whether a
broker-dealer has sold shares of the funds managed by the investment adviser or
its affiliated companies when placing any such orders for the fund's portfolio
transactions.


Brokerage commissions paid on portfolio transactions for the fiscal years ended
December 31, 2008, 2007 and 2006 amounted to $23,964,000, $18,379,000 and
$17,751,000, respectively. The volume of trading activity increased during 2008,
resulting in an increase in brokerage commissions paid on portfolio
transactions.


The fund is required to disclose information regarding investments in the
securities of its "regular" broker-dealers (or parent companies of its regular
broker-dealers) that derive more than 15% of their revenue from broker-dealer,
underwriter or investment adviser activities. A regular broker-dealer is (a) one
of the 10 broker-dealers that received from the fund the largest amount of
brokerage commissions by participating, directly or indirectly, in the fund's
portfolio transactions during the fund's most recent fiscal year; (b) one of the
10 broker-dealers that engaged as principal in the largest dollar amount of
portfolio transactions of the fund during the fund's most recent fiscal year; or
(c) one of the 10 broker-dealers that sold the largest amount of securities of
the fund during the fund's most recent fiscal year.


At the end of the fund's most recent fiscal year, the fund's regular
broker-dealers included Citigroup Global Markets Inc. and J.P. Morgan Securities
Inc. As of the fund's most recent fiscal year-end, the fund held equity
securities of Citigroup Inc. in the amount of $193,919,000 and JPMorgan Chase &
Co. in the amount of $252,240,000.


                        DISCLOSURE OF PORTFOLIO HOLDINGS

The fund's investment adviser, on behalf of the fund, has adopted policies and
procedures with respect to the disclosure of information about fund portfolio
securities. These policies and


                        Fundamental Investors -- Page 31
<PAGE>


procedures have been reviewed by the fund's board of directors and compliance
will be periodically assessed by the board in connection with reporting from the
fund's Chief Compliance Officer.


Under these policies and procedures, the fund's complete list of portfolio
holdings available for public disclosure, dated as of the end of each calendar
quarter, is permitted to be posted on the American Funds website no earlier than
the tenth day after such calendar quarter. In practice, the public portfolio
typically is posted on the website approximately 45 days after the end of the
calendar quarter. In addition, the fund's list of top 10 equity portfolio
holdings measured by percentage of net assets invested, dated as of the end of
each calendar month, is permitted to be posted on the American Funds website no
earlier than the tenth day after such month. Such portfolio holdings information
may then be disclosed to any person pursuant to an ongoing arrangement to
disclose portfolio holdings information to such person no earlier than one day
after the day on which the information is posted on the American Funds website.
The fund's custodian, outside counsel and auditor, each of which requires
portfolio holdings information for legitimate business and fund oversight
purposes, may receive the information earlier.


Affiliated persons of the fund, including officers of the fund and employees of
the investment adviser and its affiliates, who receive portfolio holdings
information are subject to restrictions and limitations on the use and handling
of such information pursuant to applicable codes of ethics, including
requirements not to trade in securities based on confidential and proprietary
investment information, to maintain the confidentiality of such information, and
to preclear securities trades and report securities transactions activity, as
applicable. For more information on these restrictions and limitations, please
see the "Code of Ethics" section in this statement of additional information and
the Code of Ethics. Third party service providers of the fund, as described in
this statement of additional information, receiving such information are subject
to confidentiality obligations. When portfolio holdings information is disclosed
other than through the American Funds website to persons not affiliated with the
fund (which, as described above, would typically occur no earlier than one day
after the day on which the information is posted on the American Funds website),
such persons will be bound by agreements (including confidentiality agreements)
or fiduciary obligations that restrict and limit their use of the information to
legitimate business uses only. Neither the fund nor its investment adviser or
any affiliate thereof receives compensation or other consideration in connection
with the disclosure of information about portfolio securities.


Subject to board policies, the authority to disclose a fund's portfolio
holdings, and to establish policies with respect to such disclosure, resides
with the appropriate investment-related committees of the fund's investment
adviser. In exercising their authority, the committees determine whether
disclosure of information about the fund's portfolio securities is appropriate
and in the best interest of fund shareholders. The investment adviser has
implemented policies and procedures to address conflicts of interest that may
arise from the disclosure of fund holdings. For example, the investment
adviser's code of ethics specifically requires, among other things, the
safeguarding of information about fund holdings and contains prohibitions
designed to prevent the personal use of confidential, proprietary investment
information in a way that would conflict with fund transactions. In addition,
the investment adviser believes that its current policy of not selling portfolio
holdings information and not disclosing such information to unaffiliated third
parties until such holdings have been made public on the American Funds website
(other than to certain fund service providers for legitimate business and fund
oversight purposes) helps reduce potential conflicts of interest between fund
shareholders and the investment adviser and its affiliates.


                        Fundamental Investors -- Page 32
<PAGE>


                                PRICE OF SHARES

Shares are purchased at the offering price or sold at the net asset value price
next determined after the purchase or sell order is received and accepted by the
fund or the Transfer Agent; the offering or net asset value price is effective
for orders received prior to the time of determination of the net asset value
and, in the case of orders placed with dealers or their authorized designees,
accepted by the Principal Underwriter, the Transfer Agent, a dealer or any of
their designees. In the case of orders sent directly to the fund or the Transfer
Agent, an investment dealer should be indicated. The dealer is responsible for
promptly transmitting purchase and sell orders to the Principal Underwriter.


Orders received by the investment dealer or authorized designee, the Transfer
Agent or the fund after the time of the determination of the net asset value
will be entered at the next calculated offering price. Note that investment
dealers or other intermediaries may have their own rules about share
transactions and may have earlier cut-off times than those of the fund. For more
information about how to purchase through your intermediary, contact your
intermediary directly.


Prices that appear in the newspaper do not always indicate prices at which you
will be purchasing and redeeming shares of the fund, since such prices generally
reflect the previous day's closing price, while purchases and redemptions are
made at the next calculated price. The price you pay for shares, the offering
price, is based on the net asset value per share, which is calculated once daily
as of approximately 4 p.m. New York time, which is the normal close of trading
on the New York Stock Exchange, each day the Exchange is open. If, for example,
the Exchange closes at 1 p.m., the fund's share price would still be determined
as of 4 p.m. New York time. The New York Stock Exchange is currently closed on
weekends and on the following holidays: New Year's Day; Martin Luther King, Jr.
Day; Presidents' Day; Good Friday; Memorial Day; Independence Day; Labor Day;
Thanksgiving; and Christmas Day. Each share class of the fund has a separately
calculated net asset value (and share price).


All portfolio securities of funds managed by Capital Research and Management
Company (other than money market funds) are valued, and the net asset values per
share for each share class are determined, as indicated below. The fund follows
standard industry practice by typically reflecting changes in its holdings of
portfolio securities on the first business day following a portfolio trade.


1.    Equity securities, including depositary receipts, are valued at the
official closing price of, or the last reported sale price on, the exchange or
market on which such securities are traded, as of the close of business on the
day the securities are being valued or, lacking any sales, at the last available
bid price. Prices for each security are taken from the principal exchange or
market in which the security trades. Fixed-income securities are valued at
prices obtained from an independent pricing service, when such prices are
available; however, in circumstances where the investment adviser deems it
appropriate to do so, such securities will be valued at the mean quoted bid and
asked prices (or bid prices, if asked prices are not available) or at prices for
securities of comparable maturity, quality and type. The pricing services base
bond prices on, among other things, an evaluation of the yield curve as of
approximately 3 p.m. New York time. The fund's investment adviser performs
certain checks on these prices prior to calculation of the fund's net asset
value.

Securities with both fixed-income and equity characteristics (e.g., convertible
bonds, preferred stocks, units comprised of more than one type of security,
etc.), or equity securities traded prin-


                        Fundamental Investors -- Page 33
<PAGE>


cipally among fixed-income dealers, are valued in the manner described above for
either equity or fixed-income securities, depending on which method is deemed
most appropriate by the investment adviser.

Securities with original maturities of one year or less having 60 days or less
to maturity are amortized to maturity based on their cost if acquired within 60
days of maturity, or if already held on the 60th day, based on the value
determined on the 61st day. Forward currency contracts are valued at the mean of
representative quoted bid and asked prices.


Assets or liabilities initially expressed in terms of currencies other than U.S.
dollars are translated prior to the next determination of the net asset value of
the fund's shares into U.S. dollars at the prevailing market rates.


Securities and assets for which market quotations are not readily available or
are considered unreliable are valued at fair value as determined in good faith
under policies approved by the fund's board. Subject to board oversight, the
fund's board has delegated the obligation to make fair valuation determinations
to a valuation committee established by the fund's investment adviser. The board
receives regular reports describing fair-valued securities and the valuation
methods used.


The valuation committee has adopted guidelines and procedures (consistent with
SEC rules and guidance) to ensure that certain basic principles and factors are
considered when making all fair value determinations. As a general principle,
securities lacking readily available market quotations, or that have quotations
that are considered unreliable by the investment adviser, are valued in good
faith by the valuation committee based upon what the fund might reasonably
expect to receive upon their current sale. The valuation committee considers all
indications of value available to it in determining the fair value to be
assigned to a particular security, including, without limitation, the type and
cost of the security, contractual or legal restrictions on resale of the
security, relevant financial or business developments of the issuer, actively
traded similar or related securities, conversion or exchange rights on the
security, related corporate actions, significant events occurring after the
close of trading in the security and changes in overall market conditions. The
valuation committee employs additional fair value procedures to address issues
related to equity holdings of applicable fund portfolios outside the United
States. Securities owned by these funds trade in markets that open and close at
different times, reflecting time zone differences. If significant events occur
after the close of a market (and before these fund's net asset values are next
determined) which affect the value of portfolio securities, appropriate
adjustments from closing market prices may be made to reflect these events.
Events of this type could include, for example, earthquakes and other natural
disasters or significant price changes in other markets (e.g., U.S. stock
markets).


2.   Each class of shares represents interests in the same portfolio of
investments and is identical in all respects to each other class, except for
differences relating to distribution, service and other charges and expenses,
certain voting rights, differences relating to eligible investors, the
designation of each class of shares, conversion features and exchange
privileges. Expenses attributable to the fund, but not to a particular class of
shares, are borne by each class pro rata based on relative aggregate net assets
of the classes. Expenses directly attributable to a class of shares are borne by
that class of shares. Liabilities, including accruals of taxes and other expense
items attributable to particular share classes, are deducted from total assets
attributable to such share classes.


                        Fundamental Investors -- Page 34
<PAGE>


3.   Net assets so obtained for each share class are then divided by the total
number of shares outstanding of that share class, and the result, rounded to the
nearest cent, is the net asset value per share for that share class.

                            TAXES AND DISTRIBUTIONS

FUND TAXATION -- The fund has elected to be treated as a regulated investment
company under Subchapter M of the Internal Revenue Code (the "Code"). A
regulated investment company qualifying under Subchapter M of the Code is
required to distribute to its shareholders at least 90% of its investment
company taxable income (including the excess of net short-term capital gain over
net long-term capital losses) and generally is not subject to federal income tax
to the extent that it distributes annually 100% of its investment company
taxable income and net realized capital gains in the manner required under the
Code. The fund intends to distribute annually all of its investment company
taxable income and net realized capital gains and therefore does not expect to
pay federal income tax, although in certain circumstances, the fund may
determine that it is in the interest of shareholders to distribute less than
that amount.


To be treated as a regulated investment company under Subchapter M of the Code,
the fund must also (a) derive at least 90% of its gross income from dividends,
interest, payments with respect to securities loans, net income from certain
publicly traded partnerships and gains from the sale or other disposition of
securities or foreign currencies, or other income (including, but not limited
to, gains from options, futures or forward contracts) derived with respect to
the business of investing in such securities or currencies, and (b) diversify
its holdings so that, at the end of each fiscal quarter, (i) at least 50% of the
market value of the fund's assets is represented by cash, U.S. government
securities and securities of other regulated investment companies, and other
securities (for purposes of this calculation, generally limited in respect of
any one issuer, to an amount not greater than 5% of the market value of the
fund's assets and 10% of the outstanding voting securities of such issuer) and
(ii) not more than 25% of the value of its assets is invested in the securities
of (other than U.S. government securities or the securities of other regulated
investment companies) any one issuer; two or more issuers which the fund
controls and which are determined to be engaged in the same or similar trades or
businesses; or the securities of certain publicly traded partnerships.


Under the Code, a nondeductible excise tax of 4% is imposed on the excess of a
regulated investment company's "required distribution" for the calendar year
ending within the regulated investment company's taxable year over the
"distributed amount" for such calendar year. The term "required distribution"
means the sum of (a) 98% of ordinary income (generally net investment income)
for the calendar year, (b) 98% of capital gain (both long-term and short-term)
for the one-year period ending on October 31 (as though the one-year period
ending on October 31 were the regulated investment company's taxable year) and
(c) the sum of any untaxed, undistributed net investment income and net capital
gains of the regulated investment company for prior periods. The term
"distributed amount" generally means the sum of (a) amounts actually distributed
by the fund from its current year's ordinary income and capital gain net income
and (b) any amount on which the fund pays income tax during the periods
described above. Although the fund intends to distribute its net investment
income and net capital gains so as to avoid excise tax liability, the fund may
determine that it is in the interest of shareholders to distribute a lesser
amount.


                        Fundamental Investors -- Page 35
<PAGE>



The following information may not apply to you if you hold fund shares in a
tax-deferred account, such as a retirement plan or education savings account.
Please see your tax adviser for more information.


DIVIDENDS AND CAPITAL GAIN DISTRIBUTIONS -- Dividends and capital gain
distributions on fund shares will be reinvested in shares of the fund of the
same class, unless shareholders indicate in writing that they wish to receive
them in cash or in shares of the same class of other American Funds, as provided
in the prospectus. Dividends and capital gain distributions by 529 share classes
will be automatically reinvested.


Distributions of investment company taxable income and net realized capital
gains to  shareholders will be taxable whether received in shares or in cash,
unless such shareholders are exempt from taxation. Shareholders electing to
receive distributions in the form of additional shares will have a cost basis
for federal income tax purposes in each share so received equal to the net asset
value of that share on the reinvestment date. Dividends and capital gain
distributions by the fund to a tax-deferred retirement plan account are not
taxable currently.


     DIVIDENDS -- The fund intends to follow the practice of distributing
     substantially all of its investment company taxable income. Investment
     company taxable income generally includes dividends, interest, net
     short-term capital gains in excess of net long-term capital losses, and
     certain foreign currency gains, if any, less expenses and certain foreign
     currency losses. To the extent the fund invests in stock of domestic and
     certain foreign corporations and meets the applicable holding period
     requirement, it may receive "qualified dividends". The fund will designate
     the amount of "qualified dividends" to its shareholders in a notice sent
     within 60 days of the close of its fiscal year and will report "qualified
     dividends" to shareholders on Form 1099-DIV.

     Under the Code, gains or losses attributable to fluctuations in exchange
     rates that occur between the time the fund accrues receivables or
     liabilities denominated in a foreign currency and the time the fund
     actually collects such receivables, or pays such liabilities, generally are
     treated as ordinary income or ordinary loss. Similarly, on disposition of
     debt securities denominated in a foreign currency and on disposition of
     certain futures contracts, forward contracts and options, gains or losses
     attributable to fluctuations in the value of foreign currency between the
     date of acquisition of the security or contract and the date of disposition
     are also treated as ordinary gain or loss. These gains or losses, referred
     to under the Code as Section 988 gains or losses, may increase or decrease
     the amount of the fund's investment company taxable income to be
     distributed to its shareholders as ordinary income.


     If the fund invests in stock of certain passive foreign investment
     companies, the fund may be subject to U.S. federal income taxation on a
     portion of any "excess distribution" with respect to, or gain from the
     disposition of, such stock. The tax would be determined by allocating such
     distribution or gain ratably to each day of the fund's holding period for
     the stock. The distribution or gain so allocated to any taxable year of the
     fund, other than the taxable year of the excess distribution or
     disposition, would be taxed to the fund at the highest ordinary income rate
     in effect for such year, and the tax would be further increased by an
     interest charge to reflect the value of the tax deferral deemed to have
     resulted from the ownership of the foreign company's stock. Any amount of
     distribution or gain allocated to the taxable year of the distribution or
     disposition would be included in the


                        Fundamental Investors -- Page 36
<PAGE>


     fund's investment company taxable income and, accordingly, would not be
     taxable to the fund to the extent distributed by the fund as a dividend to
     its shareholders.


     To avoid such tax and interest, the fund intends to elect to treat these
     securities as sold on the last day of its fiscal year and recognize any
     gains for tax purposes at that time. Under this election, deductions for
     losses are allowable only to the extent of any prior recognized gains, and
     both gains and losses will be treated as ordinary income or loss. The fund
     will be required to distribute any resulting income, even though it has not
     sold the security and received cash to pay such distributions. Upon
     disposition of these securities, any gain recognized is treated as ordinary
     income and loss is treated as ordinary loss to the extent of any prior
     recognized gain.


     Dividends from domestic corporations are expected to comprise some portion
     of the fund's gross income. To the extent that such dividends constitute
     any of the fund's gross income, a portion of the income distributions of
     the fund may be eligible for the deduction for dividends received by
     corporations. Corporate shareholders will be informed of the portion of
     dividends that so qualifies. The dividends-received deduction is reduced to
     the extent that either the fund shares, or the underlying shares of stock
     held by the fund, with respect to which dividends are received, are treated
     as debt-financed under federal income tax law, and is eliminated if the
     shares are deemed to have been held by the shareholder or the fund, as the
     case may be, for less than 46 days during the 91-day period beginning on
     the date that is 45 days before the date on which the shares become
     ex-dividend. Capital gain distributions are not eligible for the
     dividends-received deduction.


     A portion of the difference between the issue price of zero coupon
     securities and their face value (original issue discount) is considered to
     be income to the fund each year, even though the fund will not receive cash
     interest payments from these securities. This original issue discount
     (imputed income) will comprise a part of the investment company taxable
     income of the fund that must be distributed to shareholders in order to
     maintain the qualification of the fund as a regulated investment company
     and to avoid federal income taxation at the level of the fund.


     The price of a bond purchased after its original issuance may reflect
     market discount which, depending on the particular circumstances, may
     affect the tax character and amount of income required to be recognized by
     a fund holding the bond. In determining whether a bond is purchased with
     market discount, certain de minimis rules apply.


     Dividend and interest income received by the fund from sources outside the
     United States may be subject to withholding and other taxes imposed by such
     foreign jurisdictions. Tax conventions between certain countries and the
     United States, however, may reduce or eliminate these foreign taxes. Some
     foreign countries impose taxes on capital gains with respect to investments
     by foreign investors.


     CAPITAL GAIN DISTRIBUTIONS -- The fund also intends to follow the practice
     of distributing the entire excess of net realized long-term capital gains
     over net realized short-term capital losses. Net capital gains for a fiscal
     year are computed by taking into account any capital loss carryforward of
     the fund.


                        Fundamental Investors -- Page 37
<PAGE>



     If any net long-term capital gains in excess of net short-term capital
     losses are retained by the fund for reinvestment, requiring federal income
     taxes to be paid thereon by the fund, the fund intends to elect to treat
     such capital gains as having been distributed to shareholders. As a result,
     each shareholder will report such capital gains as long-term capital gains
     taxable to individual shareholders at a maximum 15% capital gains rate,
     will be able to claim a pro rata share of federal income taxes paid by the
     fund on such gains as a credit against personal federal income tax
     liability, and will be entitled to increase the adjusted tax basis on fund
     shares by the difference between a pro rata share of the retained gains and
     such shareholder's related tax credit.


SHAREHOLDER TAXATION -- In January of each year, individual shareholders holding
fund shares in taxable accounts will receive a statement of the federal income
tax status of all distributions. Shareholders of the fund also may be subject to
state and local taxes on distributions received from the fund.


     DIVIDENDS -- Fund dividends are taxable to shareholders as ordinary income.
     All or a portion of a fund's dividend distribution may be a "qualified
     dividend." If the fund meets the applicable holding period requirement, it
     will distribute dividends derived from qualified corporation dividends to
     shareholders as qualified dividends. Interest income from bonds and money
     market instruments and nonqualified foreign dividends will be distributed
     to shareholders as nonqualified fund dividends. The fund will report on
     Form 1099-DIV the amount of each shareholder's dividend that may be treated
     as a qualified dividend. If a shareholder other than a corporation meets
     the requisite holding period requirement, qualified dividends are taxable
     at a maximum rate of 15%.

     CAPITAL GAINS -- Distributions of the excess of net long-term capital gains
     over net short-term capital losses that the fund properly designates as
     "capital gain dividends" generally will be taxable as long-term capital
     gain. Regardless of the length of time the shares of the fund have been
     held by a shareholder, a capital gain distribution by the fund is subject
     to a maximum tax rate of 15%. Any loss realized upon the redemption of
     shares held at the time of redemption for six months or less from the date
     of their purchase will be treated as a long-term capital loss to the extent
     of any amounts treated as distributions of long-term capital gains during
     such six-month period.

Distributions by the fund result in a reduction in the net asset value of the
fund's shares. Investors should consider the tax implications of buying shares
just prior to a distribution. The price of shares purchased at that time
includes the amount of the forthcoming distribution. Those purchasing just prior
to a distribution will subsequently receive a partial return of their investment
capital upon payment of the distribution, which will be taxable to them.


Redemptions of shares, including exchanges for shares of other American Funds,
may result in federal, state and local tax consequences (gain or loss) to the
shareholder.


If a shareholder exchanges or otherwise disposes of shares of the fund within 90
days of having acquired such shares, and if, as a result of having acquired
those shares, the shareholder subsequently pays a reduced sales charge for
shares of the fund, or of a different fund, the sales charge previously incurred
in acquiring the fund's shares will not be taken into account (to the extent
such previous sales charges do not exceed the reduction in sales charges) for
the purposes of determining the amount of gain or loss on the exchange, but will
be treated as having been incurred in the acquisition of such other fund(s).


                        Fundamental Investors -- Page 38
<PAGE>


Any loss realized on a redemption or exchange of shares of the fund will be
disallowed to the extent substantially identical shares are reacquired within
the 61-day period beginning 30 days before and ending 30 days after the shares
are disposed of. Any loss disallowed under this rule will be added to the
shareholder's tax basis in the new shares purchased.


The fund will be required to report to the IRS all distributions of investment
company taxable income and capital gains as well as gross proceeds from the
redemption or exchange of fund shares, except in the case of certain exempt
shareholders. Under the backup withholding provisions of Section 3406 of the
Code, distributions of investment company taxable income and capital gains and
proceeds from the redemption or exchange of a regulated investment company may
be subject to backup withholding of federal income tax in the case of non-exempt
U.S. shareholders who fail to furnish the investment company with their taxpayer
identification numbers and with required certifications regarding their status
under the federal income tax law. Withholding may also be required if the fund
is notified by the IRS or a broker that the taxpayer identification number
furnished by the shareholder is incorrect or that the shareholder has previously
failed to report interest or dividend income. If the withholding provisions are
applicable, any such distributions and proceeds, whether taken in cash or
reinvested in additional shares, will be reduced by the amounts required to be
withheld.


The foregoing discussion of U.S. federal income tax law relates solely to the
application of that law to U.S. persons (i.e., U.S. citizens and residents and
U.S. corporations, partnerships, trusts and estates). Each shareholder who is
not a U.S. person should consider the U.S. and foreign tax consequences of
ownership of shares of the fund, including the possibility that such a
shareholder may be subject to a U.S. withholding tax at a rate of 30% (or a
lower rate under an applicable income tax treaty) on dividend income received by
the shareholder.


Shareholders should consult their tax advisers about the application of federal,
state and local tax law in light of their particular situation.


                        Fundamental Investors -- Page 39
<PAGE>


UNLESS OTHERWISE NOTED, ALL REFERENCES IN THE FOLLOWING PAGES TO CLASS A, B, C
OR F-1 SHARES ALSO REFER TO THE CORRESPONDING CLASS 529-A, 529-B, 529-C OR
529-F-1 SHARES. CLASS 529 SHAREHOLDERS SHOULD ALSO REFER TO THE APPLICABLE
PROGRAM DESCRIPTION FOR INFORMATION ON POLICIES AND SERVICES SPECIFICALLY
RELATING TO THESE ACCOUNTS. SHAREHOLDERS HOLDING SHARES THROUGH AN ELIGIBLE
RETIREMENT PLAN SHOULD CONTACT THEIR PLAN'S ADMINISTRATOR OR RECORDKEEPER FOR
INFORMATION REGARDING PURCHASES, SALES AND EXCHANGES.

                        PURCHASE AND EXCHANGE OF SHARES

PURCHASES BY INDIVIDUALS -- As described in the prospectus, you may generally
open an account and purchase fund shares by contacting a financial adviser or
investment dealer authorized to sell the fund's shares. You may make investments
by any of the following means:


     CONTACTING YOUR FINANCIAL ADVISER -- Deliver or mail a check to your
     financial adviser.

     BY MAIL -- for initial investments, you may mail a check, made payable to
     the fund, directly to the address indicated on the account application.
     Please indicate an investment dealer on the account application. You may
     make additional investments by filling out the "Account Additions" form at
     the bottom of a recent account statement and mailing the form, along with a
     check made payable to the fund, using the envelope provided with your
     account statement.

     The amount of time it takes for us to receive regular U.S. postal mail may
     vary and there is no assurance that we will receive such mail on the day
     you expect. Mailing addresses for regular U.S. postal mail can be found in
     the prospectus. To send investments or correspondence to us via overnight
     mail or courier service, use either of the following addresses:

           American Funds
           8332 Woodfield Crossing Blvd.
           Indianapolis, IN 46240-2482


           American Funds
           5300 Robin Hood Rd.
           Norfolk, VA  23513-2407

     BY TELEPHONE -- using the American FundsLine. Please see the "Shareholder
     account services and privileges" section of this statement of additional
     information for more information regarding this service.

     BY INTERNET -- using americanfunds.com. Please see the "Shareholder account
     services and privileges" section of this statement of additional
     information for more information regarding this service.

     BY WIRE -- If you are making a wire transfer, instruct your bank to wire
     funds to:

           Wells Fargo Bank
           ABA Routing No. 121000248
           Account No. 4600-076178


                        Fundamental Investors -- Page 40
<PAGE>


           Your bank should include the following information when wiring funds:

           For credit to the account of:
           American Funds Service Company
           (fund's name)

           For further credit to:
           (shareholder's fund account number)
           (shareholder's name)

     You may contact American Funds Service Company at 800/421-0180 if you have
     questions about making wire transfers.

OTHER PURCHASE INFORMATION -- The Principal Underwriter will not knowingly sell
shares of the fund directly or indirectly to any person or entity, where, after
the sale, such person or entity would own beneficially directly or indirectly
more than 3.0% of the outstanding shares of the fund without the consent of a
majority of the fund's board.


Class 529 shares may be purchased only through CollegeAmerica by investors
establishing qualified higher education savings accounts. Class 529-E shares may
be purchased only by investors participating in CollegeAmerica through an
eligible employer plan. Class R-5 shares are also available to clients of the
Personal Investment Management group of Capital Guardian Trust Company who do
not have an intermediary associated with their accounts and without regard to
the $1 million purchase minimum. In addition, the American Funds state
tax-exempt funds are qualified for sale only in certain jurisdictions, and
tax-exempt funds in general should not serve as retirement plan investments. The
fund and the Principal Underwriter reserve the right to reject any purchase
order.


PURCHASE MINIMUMS AND MAXIMUMS -- All investments are subject to the purchase
minimums and maximums described in the prospectus. As noted in the prospectus,
purchase minimums may be waived or reduced in certain cases.


In the case of American Funds non-tax-exempt funds, the initial purchase minimum
of $25 may be waived for the following account types:


     .    Payroll deduction retirement plan accounts (such as, but not limited
          to, 403(b), 401(k), SIMPLE IRA, SARSEP and deferred compensation plan
          accounts); and

     .    Employer-sponsored CollegeAmerica accounts.

The following account types may be established without meeting the initial
purchase minimum:


     .    Retirement accounts that are funded with employer contributions; and

     .    Accounts that are funded with monies set by court decree.

The following account types may be established without meeting the initial
purchase minimum, but shareholders wishing to invest in two or more funds must
meet the normal initial purchase minimum of each fund:


                        Fundamental Investors -- Page 41
<PAGE>


     .    Accounts that are funded with (a) transfers of assets, (b) rollovers
          from retirement plans, (c) rollovers from 529 college savings plans or
          (d) required minimum distribution automatic exchanges; and

     .    American Funds money market fund accounts registered in the name of
          clients of Capital Guardian Trust Company's Personal Investment
          Management group.

Certain accounts held on the fund's books, known as omnibus accounts, contain
multiple underlying accounts that are invested in shares of the fund. These
underlying accounts are maintained by entities such as financial intermediaries
and are subject to the applicable initial purchase minimums as described in the
prospectus and this statement of additional information. However, in the case
where the entity maintaining these accounts aggregates the accounts' purchase
orders for fund shares, such accounts are not required to meet the fund's
minimum amount for subsequent purchases.


EXCHANGES -- You may only exchange shares into other American Funds within the
same share class. However, exchanges from Class A shares of The Cash Management
Trust of America may be made to Class B or C shares of other American Funds for
dollar cost averaging purposes. Exchanges are not permitted from Class A shares
of The Cash Management Trust of America to Class B or C shares of Intermediate
Bond Fund of America, Limited Term Tax-Exempt Bond Fund of America and
Short-Term Bond Fund of America. Exchange purchases are subject to the minimum
investment requirements of the fund purchased and no sales charge generally
applies. However, exchanges of shares from American Funds money market funds are
subject to applicable sales charges on the fund being purchased, unless the
money market fund shares were acquired by an exchange from a fund having a sales
charge, or by reinvestment or cross-reinvestment of dividends or capital gain
distributions. Exchanges of Class F shares generally may only be made through
fee-based programs of investment firms that have special agreements with the
fund's distributor and certain registered investment advisers.


You may exchange shares of other classes by contacting the Transfer Agent, by
contacting your investment dealer or financial adviser, by using American
FundsLine or americanfunds.com, or by telephoning 800/421-0180 toll-free, or
faxing (see "American Funds Service Company service areas" in the prospectus for
the appropriate fax numbers) the Transfer Agent. For more information, see
"Shareholder account services and privileges" in this statement of additional
information. THESE TRANSACTIONS HAVE THE SAME TAX CONSEQUENCES AS ORDINARY SALES
AND PURCHASES.


Shares held in employer-sponsored retirement plans may be exchanged into other
American Funds by contacting your plan administrator or recordkeeper. Exchange
redemptions and purchases are processed simultaneously at the share prices next
determined after the exchange order is received (see "Price of shares" in this
statement of additional information).


FREQUENT TRADING OF FUND SHARES -- As noted in the prospectus, certain
redemptions may trigger a purchase block lasting 30 calendar days under the
fund's "purchase blocking policy." Under this policy, systematic redemptions
will not trigger a purchase block and systematic purchases will not be
prevented. For purposes of this policy, systematic redemptions include, for
example, regular periodic automatic redemptions and statement of intention
escrow share redemptions. Systematic purchases include, for example, regular
periodic automatic purchases and automatic reinvestments of dividends and
capital gain distributions.


                        Fundamental Investors -- Page 42
<PAGE>


OTHER POTENTIALLY ABUSIVE ACTIVITY -- In addition to implementing purchase
blocks, American Funds Service Company will monitor for other types of activity
that could potentially be harmful to the American Funds - for example,
short-term trading activity in multiple funds. When identified, American Funds
Service Company will request that the shareholder discontinue the activity. If
the activity continues, American Funds Service Company will freeze the
shareholder account to prevent all activity other than redemptions of fund
shares.


MOVING BETWEEN SHARE CLASSES

     If you wish to "move" your investment between share classes (within the
     same fund or between different funds), we generally will process your
     request as an exchange of the shares you currently hold for shares in the
     new class or fund. Below is more information about how sales charges are
     handled for various scenarios.

     EXCHANGING CLASS B SHARES FOR CLASS A SHARES -- If you exchange Class B
     shares for Class A shares during the contingent deferred sales charge
     period you are responsible for paying any applicable deferred sales charges
     attributable to those Class B shares, but you will not be required to pay a
     Class A sales charge. If, however, you exchange your Class B shares for
     Class A shares after the contingent deferred sales charge period, you are
     responsible for paying any applicable Class A sales charges.

     EXCHANGING CLASS C SHARES FOR CLASS A SHARES -- If you exchange Class C
     shares for Class A shares, you are still responsible for paying any Class C
     contingent deferred sales charges and applicable Class A sales charges.

     EXCHANGING CLASS C SHARES FOR CLASS F SHARES -- If you are part of a
     qualified fee-based program and you wish to exchange your Class C shares
     for Class F shares to be held in the program, you are still responsible for
     paying any applicable Class C contingent deferred sales charges.

     EXCHANGING CLASS F SHARES FOR CLASS A SHARES -- You can exchange Class F
     shares held in a qualified fee-based program for Class A shares without
     paying an initial Class A sales charge if all of the following requirements
     are met: (a) you are leaving or have left the fee-based program, (b) you
     have held the Class F shares in the program for at least one year, and (c)
     you notify American Funds Service Company of your request. If you have
     already redeemed your Class F shares, the foregoing requirements apply and
     you must purchase Class A shares within 90 days after redeeming your Class
     F shares to receive the Class A shares without paying an initial Class A
     sales charge.

     EXCHANGING CLASS A SHARES FOR CLASS F SHARES -- If you are part of a
     qualified fee-based program and you wish to exchange your Class A shares
     for Class F shares to be held in the program, any Class A sales charges
     (including contingent deferred sales charges) that you paid or are payable
     will not be credited back to your account.

     EXCHANGING CLASS A SHARES FOR CLASS R SHARES -- Provided it is eligible to
     invest in Class R shares, a retirement plan currently invested in Class A
     shares may exchange its shares for Class R shares. Any Class A sales
     charges that the retirement plan previously paid will not be credited back
     to the plan's account.


                        Fundamental Investors -- Page 43
<PAGE>


     EXCHANGING CLASS F-1 SHARES FOR CLASS F-2 SHARES -- If you are part of a
     qualified fee-based program that offers Class F-2 shares, you may exchange
     your Class F-1 shares for Class F-2 shares to be held in the program.

     MOVING BETWEEN OTHER SHARE CLASSES -- If you desire to move your investment
     between share classes and the particular scenario is not described in this
     statement of additional information, please contact American Funds Service
     Company at 800/421-0180 for more information.

     NON-REPORTABLE TRANSACTIONS -- Automatic conversions described in the
     prospectus will be non-reportable for tax purposes. In addition, except in
     the case of a movement between a 529 share class and a non-529 share class,
     an exchange of shares from one share class of a fund to another share class
     of the same fund will be treated as a non-reportable exchange for tax
     purposes, provided that the exchange request is received in writing by
     American Funds Service Company and processed as a single transaction.

                                 SALES CHARGES

CLASS A PURCHASES


     PURCHASES BY CERTAIN 403(B) PLANS

     A 403(b) plan may not invest in Class A, B or C shares on or after January
     1, 2009, unless such plan was invested in Class A, B or C shares prior to
     that date.

     Participant accounts of a 403(b) plan that were treated as an
     individual-type plan for sales charge purposes prior to January 1, 2009,
     may continue to be treated as accounts of an individual-type plan for sales
     charge purposes. Participant accounts of a 403(b) plan that were treated as
     an employer-sponsored plan for sales charge purposes prior to January 1,
     2009, may continue to be treated as accounts of an employer-sponsored plan
     for sales charge purposes. Participant accounts of a 403(b) plan that is
     established on or after January 1, 2009 are treated as accounts of an
     employer-sponsored plan for sales charge purposes.

     PURCHASES BY SEP PLANS AND SIMPLE IRA PLANS

     Participant accounts in a Simplified Employee Pension (SEP) plan or a
     Savings Incentive Match Plan for Employees of Small Employers IRA (SIMPLE
     IRA) plan will be aggregated together for Class A sales charge purposes if
     the SEP plan or SIMPLE IRA plan was established after November 15, 2004 by
     an employer adopting a prototype plan produced by American Funds
     Distributors, Inc. In the case where the employer adopts any other plan
     (including, but not limited to, an IRS model agreement), each participant's
     account in the plan will be aggregated with the participant's own personal
     investments that qualify under the aggregation policy. A SEP plan or SIMPLE
     IRA plan with a certain method of aggregating participant accounts as of
     November 15, 2004 may continue with that method so long as the employer has
     not modified the plan document since that date.


                        Fundamental Investors -- Page 44
<PAGE>


     OTHER PURCHASES

     Pursuant to a determination of eligibility by a vice president or more
     senior officer of the Capital Research and Management Company Fund
     Administration Unit, or by his or her designee, Class A shares of the
     American Funds stock, stock/bond and bond funds may be sold at net asset
     value to:

     (1)  current or retired directors, trustees, officers and advisory board
          members of, and certain lawyers who provide services to, the funds
          managed by Capital Research and Management Company, current or retired
          employees of Washington Management Corporation, current or retired
          employees and partners of The Capital Group Companies, Inc. and its
          affiliated companies, certain family members of the above persons, and
          trusts or plans primarily for such persons;

     (2)  currently registered representatives and assistants directly employed
          by such representatives, retired registered representatives with
          respect to accounts established while active, or full-time employees
          (collectively, "Eligible Persons") (and their (a) spouses or
          equivalents if recognized under local law, (b) parents and children,
          including parents and children in step and adoptive relationships,
          sons-in-law and daughters-in-law, and (c) parents-in-law, if the
          Eligible Persons or the spouses, children or parents of the Eligible
          Persons are listed in the account registration with the
          parents-in-law) of dealers who have sales agreements with the
          Principal Underwriter (or who clear transactions through such
          dealers), plans for the dealers, and plans that include as
          participants only the Eligible Persons, their spouses, parents and/or
          children;

     (3)  currently registered investment advisers ("RIAs") and assistants
          directly employed by such RIAs, retired RIAs with respect to accounts
          established while active, or full-time employees (collectively,
          "Eligible Persons") (and their (a) spouses or equivalents if
          recognized under local law, (b) parents and children, including
          parents and children in step and adoptive relationships, sons-in-law
          and daughters-in-law and (c) parents-in-law, if the Eligible Persons
          or the spouses, children or parents of the Eligible Persons are listed
          in the account registration with the parents-in-law) of RIA firms that
          are authorized to sell shares of the funds, plans for the RIA firms,
          and plans that include as participants only the Eligible Persons,
          their spouses, parents and/or children;

     (4)  companies exchanging securities with the fund through a merger,
          acquisition or exchange offer;

     (5)  insurance company separate accounts;

     (6)  accounts managed by subsidiaries of The Capital Group Companies, Inc.;

     (7)  The Capital Group Companies, Inc., its affiliated companies and
          Washington Management Corporation;

     (8)  an individual or entity with a substantial business relationship with
          The Capital Group Companies, Inc. or its affiliates, or an individual
          or entity related or relating to such individual or entity;

     (9)  wholesalers and full-time employees directly supporting wholesalers
          involved in the distribution of insurance company separate accounts
          whose underlying


                        Fundamental Investors -- Page 45
<PAGE>


          investments are managed by any affiliate of The Capital Group
          Companies, Inc.; and

     (10) full-time employees of banks that have sales agreements with the
          Principal Underwriter, who are solely dedicated to directly supporting
          the sale of mutual funds.

     Shares are offered at net asset value to these persons and organizations
     due to anticipated economies in sales effort and expense. Once an account
     is established under this net asset value privilege, additional investments
     can be made at net asset value for the life of the account.

     TRANSFERS TO COLLEGEAMERICA -- A transfer from the Virginia Prepaid
     Education Program/SM/ or the Virginia Education Savings Trust/SM/ to a
     CollegeAmerica account will be made with no sales charge. No commission
     will be paid to the dealer on such a transfer.

MOVING BETWEEN ACCOUNTS -- Investments in certain account types may be moved to
other account types without incurring additional Class A sales charges. These
transactions include, for example:


     .    redemption proceeds from a non-retirement account (for example, a
          joint tenant account) used to purchase fund shares in an IRA or other
          individual-type retirement account;

     .    required minimum distributions from an IRA or other individual-type
          retirement account used to purchase fund shares in a non-retirement
          account; and

     .    death distributions paid to a beneficiary's account that are used by
          the beneficiary to purchase fund shares in a different account.

LOAN REPAYMENTS -- Repayments on loans taken from a retirement plan or an
individual-type retirement account are not subject to sales charges if American
Funds Service Company is notified of the repayment.


DEALER COMMISSIONS AND COMPENSATION -- Commissions (up to 1.00%) are paid to
dealers who initiate and are responsible for certain Class A share purchases not
subject to initial sales charges. These purchases consist of purchases of $1
million or more, purchases by employer-sponsored defined contribution-type
retirement plans investing $1 million or more or with 100 or more eligible
employees, and purchases made at net asset value by certain retirement plans,
endowments and foundations with assets of $50 million or more. Commissions on
such investments (other than IRA rollover assets that roll over at no sales
charge under the fund's IRA rollover policy as described in the prospectus) are
paid to dealers at the following rates: 1.00% on amounts of less than $4
million, 0.50% on amounts of at least $4 million but less than $10 million and
0.25% on amounts of at least $10 million. Commissions are based on cumulative
investments over the life of the account with no adjustment for redemptions,
transfers, or market declines. For example, if a shareholder has accumulated
investments in excess of $4 million (but less than $10 million) and subsequently
redeems all or a portion of the account(s), purchases following the redemption
will generate a dealer commission of 0.50%.


                        Fundamental Investors -- Page 46
<PAGE>


A dealer concession of up to 1% may be paid by the fund under its Class A plan
of distribution to reimburse the Principal Underwriter in connection with dealer
and wholesaler compensation paid by it with respect to investments made with no
initial sales charge.


                      SALES CHARGE REDUCTIONS AND WAIVERS

REDUCING YOUR CLASS A SALES CHARGE -- As described in the prospectus, there are
various ways to reduce your sales charge when purchasing Class A shares.
Additional information about Class A sales charge reductions is provided below.


     STATEMENT OF INTENTION -- By establishing a statement of intention (the
     "Statement"), you enter into a nonbinding commitment to purchase shares of
     the American Funds (excluding money market funds) over a 13-month period
     and receive the same sales charge (expressed as a percentage of your
     purchases) as if all shares had been purchased at once.

     The Statement period starts on the date on which your first purchase made
     toward satisfying the Statement is processed. The market value of your
     existing holdings eligible to be aggregated (see below) as of the day
     immediately before the start of the Statement period may be credited toward
     satisfying the Statement.

     You may revise the commitment you have made in your Statement upward at any
     time during the Statement period. If your prior commitment has not been met
     by the time of the revision, the Statement period during which purchases
     must be made will remain unchanged. Purchases made from the date of the
     revision will receive the reduced sales charge, if any, resulting from the
     revised Statement. If your prior commitment has been met by the time of the
     revision, your original Statement will be considered met and a new
     Statement will be established.

     The Statement will be considered completed if the shareholder dies within
     the 13-month Statement period. Commissions to dealers will not be adjusted
     or paid on the difference between the Statement amount and the amount
     actually invested before the shareholder's death.

     When a shareholder elects to use a Statement, shares equal to 5% of the
     dollar amount specified in the Statement may be held in escrow in the
     shareholder's account out of the initial purchase (or subsequent purchases,
     if necessary) by the Transfer Agent. All dividends and any capital gain
     distributions on shares held in escrow will be credited to the
     shareholder's account in shares (or paid in cash, if requested). If the
     intended investment is not completed within the specified Statement period,
     the purchaser may be required to remit to the Principal Underwriter the
     difference between the sales charge actually paid and the sales charge
     which would have been paid if the total of such purchases had been made at
     a single time. Any dealers assigned to the shareholder's account at the
     time a purchase was made during the Statement period will receive a
     corresponding commission adjustment if appropriate. If the difference is
     not paid by the close of the Statement period, the appropriate number of
     shares held in escrow will be redeemed to pay such difference. If the
     proceeds from this redemption are inadequate, the purchaser may be liable
     to the Principal Underwriter for the balance still outstanding.


                        Fundamental Investors -- Page 47
<PAGE>


     Certain payroll deduction retirement plans purchasing Class A shares under
     a Statement on or before November 12, 2006, may continue to purchase Class
     A shares at the sales charge determined by that particular Statement until
     the plans' values reach the amounts specified in their Statements. Upon
     reaching such amounts, the Statements for these plans will be deemed
     completed and will terminate. After such termination, these plans are
     eligible for additional sales charge reductions by meeting the criteria
     under the fund's rights of accumulation policy.

     In addition, if you currently have individual holdings in American Legacy
     variable annuity contracts or variable life insurance policies that were
     established on or before March 31, 2007, you may continue to apply
     purchases under such contracts and policies to a Statement.

     Shareholders purchasing shares at a reduced sales charge under a Statement
     indicate their acceptance of these terms and those in the prospectus with
     their first purchase.

     AGGREGATION -- Qualifying investments for aggregation include those made by
     you and your "immediate family" as defined in the prospectus, if all
     parties are purchasing shares for their own accounts and/or:

     .    individual-type employee benefit plans, such as an IRA,
          single-participant Keogh-type plan, or a participant account of a
          403(b) plan that is treated as an individual-type plan for sales
          charge purposes (see "Purchases by certain 403(b) plans" under "Sales
          charges" in this statement of additional information);

     .    SEP plans and SIMPLE IRA plans established after November 15, 2004 by
          an employer adopting any plan document other than a prototype plan
          produced by American Funds Distributors, Inc.;

     .    business accounts solely controlled by you or your immediate family
          (for example, you own the entire business);

     .    trust accounts established by you or your immediate family (for trusts
          with only one primary beneficiary, upon the trustor's death the trust
          account may be aggregated with such beneficiary's own accounts; for
          trusts with multiple primary beneficiaries, upon the trustor's death
          the trustees of the trust may instruct American Funds Service Company
          to establish separate trust accounts for each primary beneficiary;
          each primary beneficiary's separate trust account may then be
          aggregated with such beneficiary's own accounts);

     .    endowments or foundations established and controlled by you or your
          immediate family; or

     .    529 accounts, which will be aggregated at the account owner level
          (Class 529-E accounts may only be aggregated with an eligible employer
          plan).

     Individual purchases by a trustee(s) or other fiduciary(ies) may also be
     aggregated if the investments are:

     .    for a single trust estate or fiduciary account, including employee
          benefit plans other than the individual-type employee benefit plans
          described above;


                        Fundamental Investors -- Page 48
<PAGE>


     .    made for two or more employee benefit plans of a single employer or of
          affiliated employers as defined in the 1940 Act, excluding the
          individual-type employee benefit plans described above;

     .    for a diversified common trust fund or other diversified pooled
          account not specifically formed for the purpose of accumulating fund
          shares;

     .    for nonprofit, charitable or educational organizations, or any
          endowments or foundations established and controlled by such
          organizations, or any employer-sponsored retirement plans established
          for the benefit of the employees of such organizations, their
          endowments, or their foundations;

     .    for participant accounts of a 403(b) plan that is treated as an
          employer-sponsored plan for sales charge purposes (see "Purchases by
          certain 403(b) plans" under "Sales charges" in this statement of
          additional information), or made for participant accounts of two or
          more such plans, in each case of a single employer or affiliated
          employers as defined in the 1940 Act; or

     .    for a SEP or SIMPLE IRA plan established after November 15, 2004 by an
          employer adopting a prototype plan produced by American Funds
          Distributors, Inc.

     Purchases made for nominee or street name accounts (securities held in the
     name of an investment dealer or another nominee such as a bank trust
     department instead of the customer) may not be aggregated with those made
     for other accounts and may not be aggregated with other nominee or street
     name accounts unless otherwise qualified as described above.

     CONCURRENT PURCHASES -- As described in the prospectus, you may reduce your
     Class A sales charge by combining purchases of all classes of shares in the
     American Funds, as well as holdings in Endowments and applicable holdings
     in the American Funds Target Date Retirement Series. Shares of money market
     funds purchased through an exchange, reinvestment or cross-reinvestment
     from a fund having a sales charge also qualify. However, direct purchases
     of American Funds money market funds are excluded. If you currently have
     individual holdings in American Legacy variable annuity contracts or
     variable life insurance policies that were established on or before March
     31, 2007, you may continue to combine purchases made under such contracts
     and policies to reduce your Class A sales charge.

     RIGHTS OF ACCUMULATION -- Subject to the limitations described in the
     aggregation policy, you may take into account your accumulated holdings in
     all share classes of the American Funds, as well as your holdings in
     Endowments and applicable holdings in the American Funds Target Date
     Retirement Series, to determine your sales charge on investments in
     accounts eligible to be aggregated. Direct purchases of American Funds
     money market funds are excluded. Subject to your investment dealer's or
     recordkeeper's capabilities, your accumulated holdings will be calculated
     as the higher of (a) the current value of your existing holdings (the
     "market value") or (b) the amount you invested (including reinvested
     dividends and capital gains, but excluding capital appreciation) less any
     withdrawals (the "cost value"). Depending on the entity on whose books your
     account is held, the value of your holdings in that account may not be
     eligible for calculation at cost value. For example, accounts held in
     nominee or street name may not be eligible for


                        Fundamental Investors -- Page 49
<PAGE>


     calculation at cost value and instead may be calculated at market value for
     purposes of rights of accumulation.

     The value of all of your holdings in accounts established in calendar year
     2005 or earlier will be assigned an initial cost value equal to the market
     value of those holdings as of the last business day of 2005. Thereafter,
     the cost value of such accounts will increase or decrease according to
     actual investments or withdrawals. You must contact your financial adviser
     or American Funds Service Company if you have additional information that
     is relevant to the calculation of the value of your holdings.

     When determining your American Funds Class A sales charge, if your
     investment is not in an employer-sponsored retirement plan, you may also
     continue to take into account the market value (as of the day prior to your
     American Funds investment) of your individual holdings in various American
     Legacy variable annuity contracts and variable life insurance policies that
     were established on or before March 31, 2007. An employer-sponsored
     retirement plan may also continue to take into account the market value of
     its investments in American Legacy Retirement Investment Plans that were
     established on or before March 31, 2007.

     You may not purchase Class B or 529-B shares if your combined American
     Funds and applicable American Legacy holdings cause you to be eligible to
     purchase Class A or 529-A shares at the $100,000 or higher sales charge
     discount rate. In addition, you may not purchase Class C or 529-C shares if
     such combined holdings cause you to be eligible to purchase Class A or
     529-A shares at the $1 million or more sales charge discount rate (i.e. at
     net asset value).

     If you make a gift of American Funds Class A shares, upon your request, you
     may purchase the shares at the sales charge discount allowed under rights
     of accumulation of all of your American Funds and applicable American
     Legacy accounts.

     RIGHT OF REINVESTMENT -- As described in the prospectus, certain
     transactions may be eligible for investment without a sales charge pursuant
     to the fund's right of reinvestment policy. Recent legislation suspended
     required minimum distributions from individual retirement accounts and
     employer-sponsored retirement plan accounts for the 2009 tax year. Given
     this suspension, proceeds from an automatic withdrawal plan to satisfy a
     required minimum distribution may be invested without a sales charge for
     the 2009 tax year, or any subsequent period, to the extent such legislation
     is extended. This policy is subject to any restrictions regarding the
     investment of proceeds from a required minimum distribution that may be
     established by the transfer agent.

CDSC WAIVERS FOR CLASS A, B AND C SHARES -- As noted in the prospectus, a
contingent deferred sales charge ("CDSC") may be waived for redemptions due to
death or postpurchase disability of a shareholder (this generally excludes
accounts registered in the names of trusts and other entities). In the case of
joint tenant accounts, if one joint tenant dies, a surviving joint tenant, at
the time he or she notifies the Transfer Agent of the other joint tenant's death
and removes the decedent's name from the account, may redeem shares from the
account without incurring a CDSC. Redemptions made after the Transfer Agent is
notified of the death of a joint tenant will be subject to a CDSC.


In addition, a CDSC may be waived for the following types of transactions, if
together they do not exceed 12% of the value of an "account" (defined below)
annually (the "12% limit"):


                        Fundamental Investors -- Page 50
<PAGE>


     .    Required minimum distributions taken from retirement accounts upon the
          shareholder's attainment of age 70-1/2 (required minimum distributions
          that continue to be taken by the beneficiary(ies) after the account
          owner is deceased also qualify for a waiver).

     .    Redemptions through an automatic withdrawal plan ("AWP") (see
          "Automatic withdrawals" under "Shareholder account services and
          privileges" in this statement of additional information). For each AWP
          payment, assets that are not subject to a CDSC, such as appreciation
          on shares and shares acquired through reinvestment of dividends and/or
          capital gain distributions, will be redeemed first and will count
          toward the 12% limit. If there is an insufficient amount of assets not
          subject to a CDSC to cover a particular AWP payment, shares subject to
          the lowest CDSC will be redeemed next until the 12% limit is reached.
          Any dividends and/or capital gain distributions taken in cash by a
          shareholder who receives payments through an AWP will also count
          toward the 12% limit. In the case of an AWP, the 12% limit is
          calculated at the time an automatic redemption is first made, and is
          recalculated at the time each additional automatic redemption is made.
          Shareholders who establish an AWP should be aware that the amount of a
          payment not subject to a CDSC may vary over time depending on
          fluctuations in the value of their accounts. This privilege may be
          revised or terminated at any time.

     For purposes of this paragraph, "account" means:

     .    in the case of Class A shares, your investment in Class A shares of
          all American Funds (investments representing direct purchases of
          American Funds money market funds are excluded);

     .    in the case of Class B shares, your investment in Class B shares of
          the particular fund from which you are making the redemption; and

     .    in the case of Class C shares, your investment in Class C shares of
          the particular fund from which you are making the redemption.

CDSC waivers are allowed only in the cases listed here and in the prospectus.
For example, CDSC waivers will not be allowed on redemptions of Class 529-B and
529-C shares due to termination of CollegeAmerica; a determination by the
Internal Revenue Service that CollegeAmerica does not qualify as a qualified
tuition program under the Code; proposal or enactment of law that eliminates or
limits the tax-favored status of CollegeAmerica; or elimination of the fund by
the Virginia College Savings Plan as an option for additional investment within
CollegeAmerica.

                                 SELLING SHARES

The methods for selling (redeeming) shares are described more fully in the
prospectus. If you wish to sell your shares by contacting American Funds Service
Company directly, any such request must be signed by the registered
shareholders. To contact American Funds Service Company via overnight mail or
courier service, see "Purchase and exchange of shares."


A signature guarantee may be required for certain redemptions. In such an event,
your signature may be guaranteed by a domestic stock exchange or the Financial
Industry Regulatory Authority, bank, savings association or credit union that is
an eligible guarantor institution. The Transfer Agent reserves the right to
require a signature guarantee on any redemptions.


                        Fundamental Investors -- Page 51
<PAGE>


Additional documentation may be required for sales of shares held in corporate,
partnership or fiduciary accounts. You must include with your written request
any shares you wish to sell that are in certificate form.


If you sell Class A, B or C shares and request a specific dollar amount to be
sold, we will sell sufficient shares so that the sale proceeds, after deducting
any applicable CDSC, equals the dollar amount requested.


Redemption proceeds will not be mailed until sufficient time has passed to
provide reasonable assurance that checks or drafts (including certified or
cashier's checks) for shares purchased have cleared (which may take up to 10
business days from the purchase date). Except for delays relating to clearance
of checks for share purchases or in extraordinary circumstances (and as
permissible under the 1940 Act), sale proceeds will be paid on or before the
seventh day following receipt and acceptance of an order. Interest will not
accrue or be paid on amounts that represent uncashed distribution or redemption
checks.


You may request that redemption proceeds of $1,000 or more from money market
funds be wired to your bank by writing American Funds Service Company. A
signature guarantee is required on all requests to wire funds.


                  SHAREHOLDER ACCOUNT SERVICES AND PRIVILEGES

The following services and privileges are generally available to all
shareholders. However, certain services and privileges described in the
prospectus and this statement of additional information may not be available for
Class 529 shareholders or if your account is held with an investment dealer or
through an employer-sponsored retirement plan.


AUTOMATIC INVESTMENT PLAN -- An automatic investment plan enables you to make
monthly or quarterly investments in the American Funds through automatic debits
from your bank account. To set up a plan, you must fill out an account
application and specify the amount that you would like to invest and the date on
which you would like your investments to occur. The plan will begin within 30
days after your account application is received. Your bank account will be
debited on the day or a few days before your investment is made, depending on
the bank's capabilities. The Transfer Agent will then invest your money into the
fund you specified on or around the date you specified. If the date you
specified falls on a weekend or holiday, your money will be invested on the
following business day. However, if the following business day falls in the next
month, your money will be invested on the business day immediately preceding the
weekend or holiday. If your bank account cannot be debited due to insufficient
funds, a stop-payment or the closing of the account, the plan may be terminated
and the related investment reversed. You may change the amount of the investment
or discontinue the plan at any time by contacting the Transfer Agent.


AUTOMATIC REINVESTMENT -- Dividends and capital gain distributions are
reinvested in additional shares of the same class and fund at net asset value
unless you indicate otherwise on the account application. You also may elect to
have dividends and/or capital gain distributions paid in cash by informing the
fund, the Transfer Agent or your investment dealer. Dividends and capital gain
distributions paid to retirement plan shareholders or shareholders of the 529
share classes will be automatically reinvested.


                        Fundamental Investors -- Page 52
<PAGE>



If you have elected to receive dividends and/or capital gain distributions in
cash, and the postal or other delivery service is unable to deliver checks to
your address of record, or you do not respond to mailings from American Funds
Service Company with regard to uncashed distribution checks, your distribution
option may be automatically converted to having all dividends and other
distributions reinvested in additional shares.


CROSS-REINVESTMENT OF DIVIDENDS AND DISTRIBUTIONS -- For all share classes,
except the 529 classes of shares, you may cross-reinvest dividends and capital
gains (distributions) into other American Funds in the same share class at net
asset value, subject to the following conditions:


(1)  the aggregate value of your account(s) in the fund(s) paying distributions
equals or exceeds $5,000 (this is waived if the value of the account in the fund
receiving the distributions equals or exceeds that fund's minimum initial
investment requirement);

(2)  if the value of the account of the fund receiving distributions is below
the minimum initial investment requirement, distributions must be automatically
reinvested; and

(3)  if you discontinue the cross-reinvestment of distributions, the value of
the account of the fund receiving distributions must equal or exceed the minimum
initial investment requirement. If you do not meet this requirement within 90
days of notification, the fund has the right to automatically redeem the
account.

AUTOMATIC EXCHANGES -- For all share classes, you may automatically exchange
shares of the same class in amounts of $50 or more among any of the American
Funds on any day (or preceding business day if the day falls on a nonbusiness
day) of each month you designate.


AUTOMATIC WITHDRAWALS -- Depending on the type of account, for all share classes
except R shares, you may automatically withdraw shares from any of the American
Funds. You can make automatic withdrawals of $50 or more. You can designate the
day of each period for withdrawals and request that checks be sent to you or
someone else. Withdrawals may also be electronically deposited to your bank
account. The Transfer Agent will withdraw your money from the fund you specify
on or around the date you specify. If the date you specified falls on a weekend
or holiday, the redemption will take place on the previous business day.
However, if the previous business day falls in the preceding month, the
redemption will take place on the following business day after the weekend or
holiday. You should consult with your adviser or intermediary to determine if
your account is eligible for automatic withdrawals.


Withdrawal payments are not to be considered as dividends, yield or income.
Generally, automatic investments may not be made into a shareholder account from
which there are automatic withdrawals. Withdrawals of amounts exceeding
reinvested dividends and distributions and increases in share value would reduce
the aggregate value of the shareholder's account. The Transfer Agent arranges
for the redemption by the fund of sufficient shares, deposited by the
shareholder with the Transfer Agent, to provide the withdrawal payment
specified.


Redemption proceeds from an automatic withdrawal plan are not eligible for
reinvestment without a sales charge.


ACCOUNT STATEMENTS -- Your account is opened in accordance with your
registration instructions. Transactions in the account, such as additional
investments, will be reflected on regular confirmation statements from the
Transfer Agent. Dividend and capital gain


                        Fundamental Investors -- Page 53
<PAGE>


reinvestments, purchases through automatic investment plans and certain
retirement plans, as well as automatic exchanges and withdrawals will be
confirmed at least quarterly.


AMERICAN FUNDSLINE AND AMERICANFUNDS.COM -- You may check your share balance,
the price of your shares or your most recent account transaction; redeem shares
(up to $75,000 per American Funds shareholder each day) from nonretirement plan
accounts; or exchange shares around the clock with American FundsLine or using
americanfunds.com. To use American FundsLine, call 800/325-3590 from a
TouchTone(TM) telephone. Redemptions and exchanges through American FundsLine
and americanfunds.com are subject to the conditions noted above and in
"Telephone and Internet purchases, redemptions and exchanges" below. You will
need your fund number (see the list of the American Funds under "General
information -- fund numbers"), personal identification number (generally the
last four digits of your Social Security number or other tax identification
number associated with your account) and account number.


Generally, all shareholders are automatically eligible to use these services.
However, if you are not currently authorized to do so, you may complete an
American FundsLink Authorization Form. Once you establish this privilege, you,
your financial adviser or any person with your account information may use these
services.


TELEPHONE AND INTERNET PURCHASES, REDEMPTIONS AND EXCHANGES -- By using the
telephone (including American FundsLine) or the Internet (including
americanfunds.com), or fax purchase, redemption and/or exchange options, you
agree to hold the fund, the Transfer Agent, any of its affiliates or mutual
funds managed by such affiliates, and each of their respective directors,
trustees, officers, employees and agents harmless from any losses, expenses,
costs or liabilities (including attorney fees) that may be incurred in
connection with the exercise of these privileges. Generally, all shareholders
are automatically eligible to use these services. However, you may elect to opt
out of these services by writing the Transfer Agent (you may also reinstate them
at any time by writing the Transfer Agent). If the Transfer Agent does not
employ reasonable procedures to confirm that the instructions received from any
person with appropriate account information are genuine, it and/or the fund may
be liable for losses due to unauthorized or fraudulent instructions. In the
event that shareholders are unable to reach the fund by telephone because of
technical difficulties, market conditions or a natural disaster, redemption and
exchange requests may be made in writing only.


CHECKWRITING -- You may establish check writing privileges for Class A shares
(but not Class 529-A shares) of American Funds money market funds upon meeting
the fund's initial purchase minimum of $1,000. This can be done by using an
account application. If you request check writing privileges, you will be
provided with checks that you may use to draw against your account. These checks
may be made payable to anyone you designate and must be signed by the authorized
number of registered shareholders exactly as indicated on your account
application.


REDEMPTION OF SHARES -- The fund's articles of incorporation permit the fund to
direct the Transfer Agent to redeem the shares of any shareholder for their then
current net asset value per share if at such time the shareholder of record owns
shares having an aggregate net asset value of less than the minimum initial
investment amount required of new shareholders as set forth in the fund's
current registration statement under the 1940 Act, and subject to such further
terms and conditions as the board of directors of the fund may from time to time
adopt.


                        Fundamental Investors -- Page 54
<PAGE>



While payment of redemptions normally will be in cash, the fund's articles of
incorporation permit payment of the redemption price wholly or partly with
portfolio securities or other fund assets under conditions and circumstances
determined by the fund's board of directors. For example, redemptions could be
made in this manner if the board determined that making payments wholly in cash
over a particular period would be unfair and/or harmful to other fund
shareholders.


SHARE CERTIFICATES -- Shares are credited to your account and certificates are
not issued unless you request them by contacting the Transfer Agent.
Certificates are not available for the 529 or R share classes.


                              GENERAL INFORMATION

CUSTODIAN OF ASSETS -- Securities and cash owned by the fund, including proceeds
from the sale of shares of the fund and of securities in the fund's portfolio,
are held by State Street Bank and Trust Company, One Lincoln Street, Boston, MA
02111, as Custodian. If the fund holds securities of issuers outside the U.S.,
the Custodian may hold these securities pursuant to subcustodial arrangements in
banks outside the U.S. or branches of U.S. banks outside the U.S.


TRANSFER AGENT -- American Funds Service Company, a wholly owned subsidiary of
the investment adviser, maintains the records of shareholder accounts, processes
purchases and redemptions of the fund's shares, acts as dividend and capital
gain distribution disbursing agent, and performs other related shareholder
service functions. The principal office of American Funds Service Company is
located at 6455 Irvine Center Drive, Irvine, CA 92618. American Funds Service
Company was paid a fee of $40,731,000 for Class A shares and $1,598,000 for
Class B shares for the 2008 fiscal year. American Funds Service Company is also
compensated for certain transfer agency services provided to all other share
classes from the administrative services fees paid to Capital Research and
Management Company and from the relevant share class, as described under
"Administrative services agreement."


In the case of certain shareholder accounts, third parties who may be
unaffiliated with the investment adviser provide transfer agency and shareholder
services in place of American Funds Service Company. These services are rendered
under agreements with American Funds Service Company or its affiliates and the
third parties receive compensation according to such agreements. Compensation
for transfer agency and shareholder services, whether paid to American Funds
Service Company or such third parties, is ultimately paid from fund assets and
is reflected in the expenses of the fund as disclosed in the prospectus.


INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM -- Deloitte & Touche LLP, 695 Town
Center Drive, Costa Mesa, California 92626, serves as the fund's independent
registered public accounting firm, providing audit services, preparation of tax
returns and review of certain documents to be filed with the Securities and
Exchange Commission. The financial statements included in this statement of
additional information from the annual report have been audited by Deloitte &
Touche LLP, an independent registered public accounting firm, as stated in their
report appearing herein. Such financial statements have been so included in
reliance upon the report of such firm given upon their authority as experts in
accounting and auditing. The selection of the fund's independent registered
public accounting firm is reviewed and determined annually by the board of
directors.


INDEPENDENT LEGAL COUNSEL -- Paul, Hastings, Janofsky & Walker LLP, 515 South
Flower Street, Los Angeles, CA 90071, serves as independent legal counsel
("counsel") for the fund and for


                        Fundamental Investors -- Page 55
<PAGE>



independent directors in their capacities as such. Certain legal matters in
connection with certain capital shares offered by the prospectus have been
passed upon for the fund by Paul, Hastings, Janofsky & Walker LLP and DLA Piper
US LLP, Baltimore, Maryland. A determination with respect to the independence of
the fund's counsel will be made at least annually by the independent directors
of the fund, as prescribed by the 1940 Act and related rules.


PROSPECTUSES, REPORTS TO SHAREHOLDERS AND PROXY STATEMENTS -- The fund's fiscal
year ends on December 31. Shareholders are provided updated prospectuses
annually and at least semiannually with reports showing the fund's investment
portfolio or summary investment portfolio, financial statements and other
information. The fund's annual financial statements are audited by the fund's
independent registered public accounting firm, Deloitte & Touche LLP. In
addition, shareholders may also receive proxy statements for the fund. In an
effort to reduce the volume of mail shareholders receive from the fund when a
household owns more than one account, the Transfer Agent has taken steps to
eliminate duplicate mailings of prospectuses, shareholder reports and proxy
statements. To receive additional copies of a prospectus, report or proxy
statement, shareholders should contact the Transfer Agent.


Shareholders may also elect to receive updated prospectuses, annual reports and
semi-annual reports electronically by signing up for electronic delivery on our
website, americanfunds.com. Upon electing the electronic delivery of updated
prospectuses and other reports, a shareholder will no longer automatically
receive such documents in paper form by mail. A shareholder who elects
electronic delivery is able to cancel this service at any time and return to
receiving updated prospectuses and other reports in paper form by mail.


Prospectuses, annual reports and semi-annual reports that are mailed to
shareholders by the American Funds organization are printed with ink containing
soy and/or vegetable oil on paper containing recycled fibers.


CODES OF ETHICS -- The fund and Capital Research and Management Company and its
affiliated companies, including the fund's Principal Underwriter, have adopted
codes of ethics that allow for personal investments, including securities in
which the fund may invest from time to time. These codes include a ban on
acquisitions of securities pursuant to an initial public offering; restrictions
on acquisitions of private placement securities; preclearance and reporting
requirements; review of duplicate confirmation statements; annual
recertification of compliance with codes of ethics; blackout periods on personal
investing for certain investment personnel; ban on short-term trading profits
for investment personnel; limitations on service as a director of publicly
traded companies; and disclosure of personal securities transactions.


LEGAL PROCEEDINGS -- On February 16, 2005, the NASD (now the Financial Industry
Regulatory Authority, or FINRA) filed an administrative complaint against the
Principal Underwriter. The complaint alleges violations of certain NASD rules by
the Principal Underwriter with respect to the selection of broker-dealer firms
that buy and sell securities for mutual fund investment portfolios. The
complaint seeks sanctions, restitution and disgorgement. On August 30, 2006, a
FINRA Hearing Panel ruled against the Principal Underwriter and imposed a $5
million fine. On April 30, 2008, FINRA's National Adjudicatory Council affirmed
the decision by FINRA's Hearing Panel. The Principal Underwriter has appealed
this decision to the Securities and Exchange Commission.


The investment adviser and Principal Underwriter believe that the likelihood
that this matter could have a material adverse effect on the fund or on the
ability of the investment adviser or Principal


                        Fundamental Investors -- Page 56
<PAGE>



Underwriter to perform their contracts with the fund is remote. In addition,
class action lawsuits have been filed in the U.S. District Court, Central
District of California, relating to this and other matters. The investment
adviser believes that these suits are without merit and will defend itself
vigorously.


DETERMINATION OF NET ASSET VALUE, REDEMPTION PRICE AND MAXIMUM OFFERING PRICE
PER SHARE FOR CLASS A SHARES -- DECEMBER 31, 2008





Net asset value and redemption price per share
  (Net assets divided by shares outstanding). .                     $24.98
Maximum offering price per share
  (100/94.25 of net asset value per share,
  which takes into account the fund's current maximum
  sales charge). . . . . . . . . . . . . . . .                      $26.50




OTHER INFORMATION -- The fund reserves the right to modify the privileges
described in this statement of additional information at any time.


The financial statements, including the investment portfolio and the report of
the fund's independent registered public accounting firm contained in the annual
report, are included in this statement of additional information. The following
information on fund numbers is not included in the annual report:


                        Fundamental Investors -- Page 57
<PAGE>


FUND NUMBERS -- Here are the fund numbers for use with our automated telephone
line, American FundsLine/(R)/, or when making share transactions:




                                               FUND NUMBERS
                              -------------------------------------------------
FUND                          CLASS A  CLASS B  CLASS C  CLASS F-1   CLASS F-2
-------------------------------------------------------------------------------

STOCK AND STOCK/BOND FUNDS
AMCAP Fund/(R)/ . . . . . .     002      202      302       402         602
American Balanced Fund/(R)/     011      211      311       411         611
American Mutual Fund/(R)/ .     003      203      303       403         603
Capital Income Builder/(R)/     012      212      312       412         612
Capital World Growth and
Income Fund/SM/ . . . . . .     033      233      333       433         633
EuroPacific Growth Fund/(R)/    016      216      316       416         616
Fundamental Investors/SM/ .     010      210      310       410         610
The Growth Fund of
America/(R)/. . . . . . . .     005      205      305       405         605
The Income Fund of
America/(R)/. . . . . . . .     006      206      306       406         606
International Growth and
Income Fund/SM/ . . . . . .     034      234      334       434         634
The Investment Company of
America/(R)/. . . . . . . .     004      204      304       404         604
The New Economy Fund/(R)/ .     014      214      314       414         614
New Perspective Fund/(R)/ .     007      207      307       407         607
New World Fund/(R)/ . . . .     036      236      336       436         636
SMALLCAP World Fund/(R)/  .     035      235      335       435         635
Washington Mutual Investors
Fund/SM/  . . . . . . . . .     001      201      301       401         601
BOND FUNDS
American High-Income
Municipal Bond Fund/(R)/  .     040      240      340       440         640
American High-Income
Trust/SM/ . . . . . . . . .     021      221      321       421         621
The Bond Fund of America/SM/    008      208      308       408         608
Capital World Bond Fund/(R)/    031      231      331       431         631
Intermediate Bond Fund of
America/SM/ . . . . . . . .     023      223      323       423         623
Limited Term Tax-Exempt Bond
Fund of America/SM/ . . . .     043      243      343       443         643
Short-Term Bond Fund of
America/SM/ . . . . . . . .     048      248      348       448         648
The Tax-Exempt Bond Fund of
America/(R)/. . . . . . . .     019      219      319       419         619
The Tax-Exempt Fund of
California/(R)/*. . . . . .     020      220      320       420         620
The Tax-Exempt Fund of
Maryland/(R)/*. . . . . . .     024      224      324       424         624
The Tax-Exempt Fund of
Virginia/(R)/*. . . . . . .     025      225      325       425         625
U.S. Government Securities
Fund/SM/. . . . . . . . . .     022      222      322       422         622
MONEY MARKET FUNDS
The Cash Management Trust of
America/(R)/. . . . . . . .     009      209      309       409         609
The Tax-Exempt Money Fund of
America/SM/ . . . . . . . .     039      N/A      N/A       N/A         N/A
The U.S. Treasury Money Fund
of America/SM/  . . . . . .     049      N/A      N/A       N/A         N/A
___________
*Qualified for sale only in certain jurisdictions.




                        Fundamental Investors -- Page 58
<PAGE>






                                                 FUND NUMBERS
                                 ----------------------------------------------
                                  CLASS    CLASS    CLASS    CLASS     CLASS
FUND                              529-A    529-B    529-C    529-E    529-F-1
-------------------------------------------------------------------------------

STOCK AND STOCK/BOND FUNDS
AMCAP Fund . . . . . . . . . .    1002     1202     1302     1502       1402
American Balanced Fund . . . .    1011     1211     1311     1511       1411
American Mutual Fund . . . . .    1003     1203     1303     1503       1403
Capital Income Builder . . . .    1012     1212     1312     1512       1412
Capital World Growth and Income
Fund . . . . . . . . . . . . .    1033     1233     1333     1533       1433
EuroPacific Growth Fund  . . .    1016     1216     1316     1516       1416
Fundamental Investors  . . . .    1010     1210     1310     1510       1410
The Growth Fund of America . .    1005     1205     1305     1505       1405
The Income Fund of America . .    1006     1206     1306     1506       1406
International Growth and Income
Fund . . . . . . . . . . . . .    1034     1234     1334     1534       1434
The Investment Company of
America. . . . . . . . . . . .    1004     1204     1304     1504       1404
The New Economy Fund . . . . .    1014     1214     1314     1514       1414
New Perspective Fund . . . . .    1007     1207     1307     1507       1407
New World Fund . . . . . . . .    1036     1236     1336     1536       1436
SMALLCAP World Fund  . . . . .    1035     1235     1335     1535       1435
Washington Mutual Investors
Fund . . . . . . . . . . . . .    1001     1201     1301     1501       1401
BOND FUNDS
American High-Income Trust . .    1021     1221     1321     1521       1421
The Bond Fund of America . . .    1008     1208     1308     1508       1408
Capital World Bond Fund  . . .    1031     1231     1331     1531       1431
Intermediate Bond Fund of
America. . . . . . . . . . . .    1023     1223     1323     1523       1423
Short-Term Bond Fund of America   1048     1248     1348     1548       1448
U.S. Government Securities Fund   1022     1222     1322     1522       1422
MONEY MARKET FUND
The Cash Management Trust of
America. . . . . . . . . . . .    1009     1209     1309     1509       1409






                        Fundamental Investors -- Page 59
<PAGE>






                                                    FUND NUMBERS
                                       ----------------------------------------
                                       CLASS   CLASS   CLASS   CLASS    CLASS
FUND                                    R-1     R-2     R-3     R-4      R-5
-------------------------------------------------------------------------------

STOCK AND STOCK/BOND FUNDS
AMCAP Fund . . . . . . . . . . . . .    2102    2202    2302    2402     2502
American Balanced Fund . . . . . . .    2111    2211    2311    2411     2511
American Mutual Fund . . . . . . . .    2103    2203    2303    2403     2503
Capital Income Builder . . . . . . .    2112    2212    2312    2412     2512
Capital World Growth and Income Fund    2133    2233    2333    2433     2533
EuroPacific Growth Fund  . . . . . .    2116    2216    2316    2416     2516
Fundamental Investors  . . . . . . .    2110    2210    2310    2410     2510
The Growth Fund of America . . . . .    2105    2205    2305    2405     2505
The Income Fund of America . . . . .    2106    2206    2306    2406     2506
International Growth and Income Fund    2134    2234    2334    2434     2534
The Investment Company of America  .    2104    2204    2304    2404     2504
The New Economy Fund . . . . . . . .    2114    2214    2314    2414     2514
New Perspective Fund . . . . . . . .    2107    2207    2307    2407     2507
New World Fund . . . . . . . . . . .    2136    2236    2336    2436     2536
SMALLCAP World Fund  . . . . . . . .    2135    2235    2335    2435     2535
Washington Mutual Investors Fund . .    2101    2201    2301    2401     2501
BOND FUNDS
American High-Income Municipal Bond
Fund . . . . . . . . . . . . . . . .     N/A     N/A     N/A     N/A     2540
American High-Income Trust . . . . .    2121    2221    2321    2421     2521
The Bond Fund of America . . . . . .    2108    2208    2308    2408     2508
Capital World Bond Fund  . . . . . .    2131    2231    2331    2431     2531
Intermediate Bond Fund of America  .    2123    2223    2323    2423     2523
Limited Term Tax-Exempt Bond Fund of
America. . . . . . . . . . . . . . .     N/A     N/A     N/A     N/A     2543
Short-Term Bond Fund of America. . .    2148    2248    2348    2448     2548
The Tax-Exempt Bond Fund of America      N/A     N/A     N/A     N/A     2519
The Tax-Exempt Fund of California* .     N/A     N/A     N/A     N/A     2520
The Tax-Exempt Fund of Maryland* . .     N/A     N/A     N/A     N/A     2524
The Tax-Exempt Fund of Virginia* . .     N/A     N/A     N/A     N/A     2525
U.S. Government Securities Fund  . .    2122    2222    2322    2422     2522
MONEY MARKET FUNDS
The Cash Management Trust of America    2109    2209    2309    2409     2509
The Tax-Exempt Money Fund of America     N/A     N/A     N/A     N/A     2539
The U.S. Treasury Money Fund of
America  . . . . . . . . . . . . . .    2149    2249    2349    2449     2549
___________
*Qualified for sale only in certain
jurisdictions.






                        Fundamental Investors -- Page 60
<PAGE>





                                                  FUND NUMBERS
                                   --------------------------------------------
                                            CLASS  CLASS  CLASS  CLASS   CLASS
FUND                               CLASS A   R-1    R-2    R-3    R-4     R-5
-------------------------------------------------------------------------------

AMERICAN FUNDS TARGET DATE RETIREMENT SERIES/(R)/
American Funds 2050 Target Date
Retirement Fund/(R)/ . . . . . .     069    2169   2269   2369   2469    2569
American Funds 2045 Target Date
Retirement Fund/(R)/ . . . . . .     068    2168   2268   2368   2468    2568
American Funds 2040 Target Date
Retirement Fund/(R)/ . . . . . .     067    2167   2267   2367   2467    2567
American Funds 2035 Target Date
Retirement Fund/(R)/ . . . . . .     066    2166   2266   2366   2466    2566
American Funds 2030 Target Date
Retirement Fund/(R)/ . . . . . .     065    2165   2265   2365   2465    2565
American Funds 2025 Target Date
Retirement Fund/(R)/ . . . . . .     064    2164   2264   2364   2464    2564
American Funds 2020 Target Date
Retirement Fund/(R)/ . . . . . .     063    2163   2263   2363   2463    2563
American Funds 2015 Target Date
Retirement Fund/(R)/ . . . . . .     062    2162   2262   2362   2462    2562
American Funds 2010 Target Date
Retirement Fund/(R)/ . . . . . .     061    2161   2261   2361   2461    2561





                        Fundamental Investors -- Page 61
<PAGE>


                                    APPENDIX

The following descriptions of debt security ratings are based on information
provided by Moody's Investors Service and Standard & Poor's Corporation.


                          DESCRIPTION OF BOND RATINGS

MOODY'S
LONG-TERM RATING DEFINITIONS

Aaa
Obligations rated Aaa are judged to be of the highest quality, with minimal
credit risk.


Aa
Obligations rated Aa are judged to be of high quality and are subject to very
low credit risk.


A
Obligations rated A are considered upper-medium grade and are subject to low
credit risk.


Baa
Obligations rated Baa are subject to moderate credit risk. They are considered
medium-grade and as such may possess certain speculative characteristics.


Ba
Obligations rated Ba are judged to have speculative elements and are subject to
substantial credit risk.


B
Obligations rated B are considered speculative and are subject to high credit
risk.


Caa
Obligations rated Caa are judged to be of poor standing and are subject to very
high credit risk.


Ca
Obligations rated Ca are highly speculative and are likely in, or very near,
default, with some prospect of recovery of principal and interest.


C
Obligations rated C are the lowest rated class of bonds and are typically in
default, with little prospect for recovery of principal or interest.


NOTE: Moody's appends numerical modifiers 1, 2, and 3 to each generic rating
classification from Aa through Caa. The modifier 1 indicates that the obligation
ranks in the higher end of its generic rating category; the modifier 2 indicates
a mid-range ranking; and the modifier 3 indicates a ranking in the lower end of
that generic rating category.


                        Fundamental Investors -- Page 62
<PAGE>


STANDARD & POOR'S
LONG-TERM ISSUE CREDIT RATINGS

AAA
An obligation rated AAA has the highest rating assigned by Standard & Poor's.
The obligor's capacity to meet its financial commitment on the obligation is
extremely strong.


AA
An obligation rated AA differs from the highest-rated obligations only in small
degree. The obligor's capacity to meet its financial commitment on the
obligation is very strong.


A
An obligation rated A is somewhat more susceptible to the adverse effects of
changes in circumstances and economic conditions than obligations in
higher-rated categories. However, the obligor's capacity to meet its financial
commitment on the obligation is still strong.


BBB
An obligation rated BBB exhibits adequate protection parameters. However,
adverse economic conditions or changing circumstances are more likely to lead to
a weakened capacity of the obligor to meet its financial commitment on the
obligation.


BB, B, CCC, CC, AND C
Obligations rated BB, B, CCC, CC, and C are regarded as having significant
speculative characteristics. BB indicates the least degree of speculation and C
the highest. While such obligations will likely have some quality and protective
characteristics, these may be outweighed by large uncertainties or major
exposures to adverse conditions.


BB
An obligation rated BB is less vulnerable to nonpayment than other speculative
issues. However, it faces major ongoing uncertainties or exposure to adverse
business, financial, or economic conditions which could lead to the obligor's
inadequate capacity to meet its financial commitment on the obligation.


B
An obligation rated B is more vulnerable to nonpayment than obligations rated
BB, but the obligor currently has the capacity to meet its financial commitment
on the obligation. Adverse business, financial, or economic conditions will
likely impair the obligor's capacity or willingness to meet its financial
commitment on the obligation.


CCC
An obligation rated CCC is currently vulnerable to nonpayment and is dependent
upon favorable business, financial, and economic conditions for the obligor to
meet its financial commitment on the obligation. In the event of adverse
business, financial, or economic conditions, the obligor is not likely to have
the capacity to meet its financial commitment on the obligation.


CC
An obligation rated CC is currently highly vulnerable to nonpayment.


                        Fundamental Investors -- Page 63
<PAGE>


C

A C rating is assigned to obligations that are currently highly vulnerable to
nonpayment, obligations that have payment arrearages allowed by the terms of the
documents, or obligations of an issuer that is the subject of a bankruptcy
petition or similar action which have not experienced a payment default. Among
others, the C rating may be assigned to subordinated debt, preferred stock or
other obligations on which cash payments have been suspended in accordance with
the instrument's terms.


D
An obligation rated D is in payment default. The D rating category is used when
payments on an obligation are not made on the date due even if the applicable
grace period has not expired, unless Standard & Poor's believes that such
payments will be made during such grace period. The D rating also will be used
upon the filing of a bankruptcy petition or the taking of a similar action if
payments on an obligation are jeopardized.


PLUS (+) OR MINUS (-)
The ratings from AA to CCC may be modified by the addition of a plus or minus
sign to show relative standing within the major rating categories.


                        Fundamental Investors -- Page 64
[logo – American Funds®]



Fundamental InvestorsSM
Investment portfolio

December 31, 2008



Common stocks — 88.03%
 
Shares
   
Value
(000)
 
             
INFORMATION TECHNOLOGY — 17.61%
           
Nokia Corp. (ADR)
    34,522,000     $ 538,543  
Nokia Corp.1
    18,900,000       293,733  
Oracle Corp.2
    38,391,979       680,690  
Microsoft Corp.
    33,295,000       647,255  
Cisco Systems, Inc.2
    32,910,000       536,433  
Google Inc., Class A2
    1,200,000       369,180  
Yahoo! Inc.2
    28,160,000       343,552  
EMC Corp.2
    24,745,000       259,080  
Intuit Inc.2
    9,975,000       237,305  
SAP AG (ADR)
    6,500,000       235,430  
Corning Inc.
    16,520,000       157,436  
Applied Materials, Inc.
    14,600,000       147,898  
Fidelity National Information Services, Inc.
    7,615,000       123,896  
Kyocera Corp.1
    1,625,000       116,969  
Lender Processing Services, Inc.
    3,807,500       112,131  
Xilinx, Inc.
    5,800,000       103,356  
Paychex, Inc.
    3,900,000       102,492  
International Business Machines Corp.
    1,200,000       100,992  
Microchip Technology Inc.
    4,818,000       94,096  
Apple Inc.2
    1,000,000       85,350  
Trimble Navigation Ltd.2
    3,725,000       80,497  
STMicroelectronics NV1
    11,000,000       73,852  
QUALCOMM Inc.
    2,000,000       71,660  
Red Hat, Inc.2
    5,301,536       70,086  
Linear Technology Corp.
    2,700,000       59,724  
Hewlett-Packard Co.
    1,500,000       54,435  
Texas Instruments Inc.
    3,500,000       54,320  
Autodesk, Inc.2
    2,500,000       49,125  
Comverse Technology, Inc.2
    7,684,470       48,105  
ASML Holding NV1
    2,609,568       46,685  
KLA-Tencor Corp.
    1,674,500       36,487  
Dell Inc.2
    2,000,000       20,480  
Tyco Electronics Ltd.
    1,125,000       18,236  
HTC Corp.1
    1,522,800       15,390  
Murata Manufacturing Co., Ltd.1
    300,000       11,734  
Metavante Technologies, Inc.2
    496,666       8,001  
              6,004,634  
                 
                 
INDUSTRIALS — 12.24%
               
Deere & Co.
    10,500,000       402,360  
Schneider Electric SA1
    4,110,075       307,770  
Emerson Electric Co.
    8,400,000       307,524  
Union Pacific Corp.
    6,100,000       291,580  
General Electric Co.
    14,700,000       238,140  
Caterpillar Inc.
    5,217,500       233,066  
General Dynamics Corp.
    3,545,800       204,203  
Northrop Grumman Corp.
    4,366,243       196,655  
Parker Hannifin Corp.
    4,200,000       178,668  
Boeing Co.
    4,000,000       170,680  
Waste Management, Inc.
    5,100,000       169,014  
Deutsche Post AG1
    8,945,000       151,707  
Raytheon Co.
    2,832,732       144,583  
Tyco International Ltd.
    6,615,000       142,884  
European Aeronautic Defence and Space Co. EADS NV1
    7,500,000       126,937  
Lockheed Martin Corp.
    1,248,200       104,949  
Fastenal Co.
    2,995,500       104,393  
Finmeccanica SpA1
    6,000,000       92,140  
United Parcel Service, Inc., Class B
    1,600,000       88,256  
Precision Castparts Corp.
    1,300,000       77,324  
United Technologies Corp.
    1,250,000       67,000  
Mitsubishi Heavy Industries, Ltd.1
    14,446,000       64,312  
KBR, Inc.
    3,950,000       60,040  
Mitsubishi Corp.1
    3,995,800       55,971  
Joy Global Inc.
    2,238,638       51,242  
Corporate Executive Board Co.3
    2,304,200       50,831  
Grafton Group PLC, units1,3
    14,650,000       47,441  
Republic Services, Inc.
    1,125,000       27,889  
Kingspan Group PLC1
    3,500,000       15,297  
              4,172,856  
                 
                 
HEALTH CARE — 11.87%
               
Merck & Co., Inc.
    19,940,800       606,200  
Roche Holding AG1
    3,025,000       462,758  
Eli Lilly and Co.
    9,898,400       398,609  
Wyeth
    10,000,000       375,100  
Bayer AG, non-registered shares1
    4,670,000       275,019  
Abbott Laboratories
    4,450,000       237,496  
C. R. Bard, Inc.
    2,500,000       210,650  
UnitedHealth Group Inc.
    6,500,000       172,900  
Hologic, Inc.2
    12,730,000       166,381  
Shire Ltd. (ADR)
    3,500,000       156,730  
Medtronic, Inc.
    4,124,700       129,598  
Johnson & Johnson
    2,000,000       119,660  
Amgen Inc.2
    2,058,000       118,849  
Schering-Plough Corp.
    5,302,800       90,307  
Celgene Corp.2
    1,600,000       88,448  
Boston Scientific Corp.2
    11,290,000       87,385  
Stryker Corp.
    1,700,000       67,915  
Novo Nordisk A/S, Class B1
    1,329,000       67,826  
Aetna Inc.
    2,310,000       65,835  
St. Jude Medical, Inc.2
    1,600,000       52,736  
Hospira, Inc.2
    1,700,000       45,594  
Medco Health Solutions, Inc.2
    926,000       38,809  
Elan Corp., PLC (ADR)2
    1,832,661       10,996  
              4,045,801  
                 
                 
ENERGY — 10.54%
               
Suncor Energy Inc.
    36,866,206       717,658  
Occidental Petroleum Corp.
    6,804,244       408,186  
Chevron Corp.
    2,892,763       213,978  
Tenaris SA (ADR)
    10,170,000       213,367  
EnCana Corp.
    4,300,000       201,008  
Diamond Offshore Drilling, Inc.
    3,332,000       196,388  
Murphy Oil Corp.
    4,343,636       192,640  
CONSOL Energy Inc.4
    6,700,000       191,486  
Royal Dutch Shell PLC, Class A (ADR)
    3,500,000       185,290  
Hess Corp.
    3,000,000       160,920  
Imperial Oil Ltd.
    3,608,739       121,397  
Petróleo Brasileiro SA – Petrobras, ordinary nominative (ADR)
    4,850,000       118,776  
Schlumberger Ltd.
    2,700,000       114,291  
Petro-Canada
    4,890,000       107,231  
Transocean Ltd.2
    1,500,000       70,875  
Devon Energy Corp.
    1,000,000       65,710  
OAO LUKOIL (ADR)1
    2,000,000       64,846  
Smith International, Inc.
    2,685,000       61,460  
Acergy SA1
    9,520,000       54,555  
Exxon Mobil Corp.
    500,000       39,915  
OAO TMK (GDR)1
    5,685,000       22,164  
Marathon Oil Corp.
    710,000       19,426  
Saipem SpA, Class S1
    1,000,000       16,833  
Cameco Corp.
    846,300       14,620  
Quicksilver Resources Inc.2
    2,592,200       14,439  
CNX Gas Corp.2
    217,800       5,946  
              3,593,405  
                 
                 
FINANCIALS — 7.58%
               
Wells Fargo & Co.
    10,880,000       320,742  
Berkshire Hathaway Inc., Class A2
    2,945       284,487  
JPMorgan Chase & Co.
    8,000,000       252,240  
Bank of America Corp.
    17,160,000       241,613  
U.S. Bancorp
    8,712,000       217,887  
Citigroup Inc.
    28,900,000       193,919  
SunTrust Banks, Inc.
    6,000,000       177,240  
ACE Ltd.
    3,200,000       169,344  
AMP Ltd.1
    25,000,412       96,949  
Capital One Financial Corp.
    2,400,000       76,536  
Marsh & McLennan Companies, Inc.
    2,795,000       67,835  
AXA SA1
    2,845,500       63,597  
M&T Bank Corp.
    1,090,000       62,577  
Industrial and Commercial Bank of China Ltd., Class H1
    109,000,000       57,935  
Marshall & Ilsley Corp.
    3,189,998       43,512  
T. Rowe Price Group, Inc.
    1,200,000       42,528  
HSBC Holdings PLC (United Kingdom)1
    4,000,000       38,723  
People’s United Financial, Inc.
    2,000,000       35,660  
Bank of New York Mellon Corp.
    1,000,000       28,330  
CapitalSource Inc.
    5,500,954       25,414  
American Express Co.
    1,100,000       20,405  
Irish Life & Permanent PLC1
    9,000,000       20,020  
Allied Irish Banks, PLC1
    8,200,000       19,991  
Bank of Ireland1
    15,863,513       18,738  
Zions Bancorporation
    252,000       6,177  
              2,582,399  
                 
                 
CONSUMER DISCRETIONARY — 7.18%
               
McDonald’s Corp.
    9,406,400       584,984  
Lowe’s Companies, Inc.
    20,210,000       434,919  
Time Warner Inc.
    17,500,000       176,050  
Home Depot, Inc.
    7,500,000       172,650  
Johnson Controls, Inc.
    7,500,000       136,200  
Best Buy Co., Inc.
    3,775,000       106,115  
Toyota Motor Corp.1
    3,000,000       97,982  
Target Corp.
    2,750,000       94,958  
Amazon.com, Inc.2
    1,600,000       82,048  
Starbucks Corp.2
    8,000,000       75,680  
Macy’s, Inc.
    6,500,000       67,275  
Starwood Hotels & Resorts Worldwide, Inc.
    3,424,417       61,297  
Nikon Corp.1
    3,977,000       47,543  
Virgin Media Inc.2
    8,000,000       39,920  
Honda Motor Co., Ltd.1
    1,841,500       39,849  
Harman International Industries, Inc.
    2,370,000       39,650  
Penn National Gaming, Inc.2
    1,763,000       37,693  
News Corp., Class A
    3,650,000       33,179  
Weight Watchers International, Inc.
    1,070,000       31,479  
Garmin Ltd.
    1,469,383       28,168  
Chipotle Mexican Grill, Inc., Class A2
    238,832       14,803  
Chipotle Mexican Grill, Inc., Class B2
    208,000       11,916  
Liberty Media Corp., Liberty Interactive, Series A2
    6,274,100       19,575  
Magna International Inc., Class A
    474,300       14,196  
              2,448,129  
                 
                 
MATERIALS — 6.28%
               
Syngenta AG1
    2,025,400       389,946  
Potash Corp. of Saskatchewan Inc.
    2,509,100       183,716  
Monsanto Co.
    2,550,000       179,392  
Rio Tinto PLC1
    7,266,709       159,248  
CRH PLC1
    6,083,204       153,907  
E.I. du Pont de Nemours and Co.
    5,500,000       139,150  
Sigma-Aldrich Corp.
    2,650,000       111,936  
Freeport-McMoRan Copper & Gold Inc.
    4,500,000       109,980  
Weyerhaeuser Co.
    3,583,000       109,676  
Newmont Mining Corp.
    2,500,000       101,750  
BHP Billiton Ltd.1
    4,675,000       100,439  
Alcoa Inc.
    8,150,000       91,769  
Ecolab Inc.
    1,600,000       56,240  
Southern Peru Copper Corp.
    2,800,000       44,968  
United States Steel Corp.
    1,000,000       37,200  
Mosaic Co.
    1,000,000       34,600  
Vulcan Materials Co.
    450,000       31,311  
Norsk Hydro ASA1
    6,500,000       26,422  
Cliffs Natural Resources Inc.
    1,000,000       25,610  
Buzzi Unicem SpA, nonconvertible shares1
    2,640,000       24,587  
Grupo México, SAB de CV, Series B
    36,757,713       23,458  
Temple-Inland Inc.
    1,500,000       7,200  
              2,142,505  
                 
                 
CONSUMER STAPLES — 5.19%
               
Wal-Mart Stores, Inc.
    7,732,700       433,495  
Philip Morris International Inc.
    8,224,800       357,861  
Altria Group, Inc.
    14,996,000       225,840  
Coca-Cola Co.
    3,850,000       174,290  
Avon Products, Inc.
    6,880,000       165,326  
Procter & Gamble Co.
    1,600,000       98,912  
Diageo PLC1
    6,700,000       94,267  
Kraft Foods Inc., Class A
    3,400,000       91,290  
Unilever NV, depository receipts1
    2,995,000       72,749  
Archer Daniels Midland Co.
    1,310,000       37,767  
C&C Group PLC1
    8,884,742       18,035  
              1,769,832  
                 
                 
TELECOMMUNICATION SERVICES — 3.32%
               
AT&T Inc.
    18,512,500       527,606  
Verizon Communications Inc.
    9,400,000       318,660  
KDDI Corp.1
    20,000       142,134  
Vodafone Group PLC1
    44,500,000       90,609  
Qwest Communications International Inc.
    10,500,000       38,220  
Sprint Nextel Corp., Series 12
    8,400,000       15,372  
              1,132,601  
                 
                 
UTILITIES — 2.82%
               
Questar Corp.
    5,000,000       163,450  
American Water Works Co., Inc.
    7,785,000       162,551  
Exelon Corp.
    2,545,000       141,527  
GDF Suez1
    2,809,089       139,471  
Edison International
    3,250,000       104,390  
Electricité de France SA1
    1,734,000       101,032  
FPL Group, Inc.
    1,256,397       63,234  
Duke Energy Corp.
    3,000,000       45,030  
E.ON AG1
    500,000       20,269  
Entergy Corp.
    150,000       12,470  
SUEZ Environnement Co.1,2
    500,000       8,452  
              961,876  
                 
                 
MISCELLANEOUS — 3.40%
               
Other common stocks in initial period of acquisition
            1,154,476  
                 
                 
Total common stocks (cost: $37,451,706,000)
            30,008,514  
                 
                 
                 
   
Principal amount
         
Bonds & notes — 0.15%
    (000 )        
                 
INDUSTRIALS — 0.15%
               
Burlington Northern Santa Fe Corp. 7.00% 2014
  $ 48,570       50,741  
                 
                 
Total bonds & notes (cost: $48,559,000)
            50,741  
                 
                 
                 
                 
Short-term securities — 11.40%
               
                 
Freddie Mac 0.25%–2.35% due 1/12–9/30/2009
    1,086,444       1,085,086  
Fannie Mae 0.10%–2.50% due 1/28–6/19/2009
    778,500       777,788  
Federal Home Loan Bank 0.22%–2.65% due 1/16–4/13/2009
    594,900       594,597  
U.S. Treasury Bills 1.89%–1.945% due 1/15–2/12/2009
    188,800       188,795  
Hewlett-Packard Co. 0.30%–2.20% due 1/7–2/12/20095
    160,495       160,370  
Walt Disney Co. 0.40%–1.70% due 1/13–4/6/2009
    141,800       141,641  
Procter & Gamble International Funding S.C.A. 0.35%–1.40% due 3/4–3/27/20095
    84,500       84,457  
Procter & Gamble Co. 1.75% due 2/10/20095
    31,800       31,772  
Illinois Tool Works Inc. 1.50%–1.85% due 1/8–1/12/2009
    100,000       99,963  
Honeywell International Inc. 0.28%–2.10% due 1/20–3/23/20095
    65,000       64,946  
AT&T Inc. 0.35%–2.10% due 1/9–1/20/20095
    60,000       59,980  
International Bank for Reconstruction and Development 1.00% due 2/18/2009
    58,200       58,184  
Bank of America Corp. 1.90% due 2/4/2009
    50,000       50,002  
Chevron Corp. 0.15% due 2/27/2009
    50,000       49,984  
United Parcel Service Inc. 0.50% due 3/3/20095
    50,000       49,978  
Federal Farm Credit Banks 1.00% due 3/25/2009
    50,000       49,966  
General Dynamics Corp. 2.30% due 1/16/20095
    50,000       49,952  
General Electric Capital Corp., FDIC insured, 0.75% due 2/9/2009
    50,000       49,901  
Park Avenue Receivables Co., LLC 1.40% due 1/14/20095
    21,428       21,416  
Jupiter Securitization Co., LLC 0.25% due 1/28/20095
    19,700       19,696  
Private Export Funding Corp. 0.15%–1.30% due 1/21–3/2/20095
    40,100       40,063  
Emerson Electric Co. 1.20% due 1/26/20095
    36,000       35,969  
Caterpillar Inc. 1.30% due 1/7/20095
    17,300       17,295  
Caterpillar Financial Services Corp. 1.30% due 1/5/2009
    17,000       16,997  
Merck & Co. Inc. 1.75% due 1/6/2009
    29,300       29,293  
Harvard University 1.07% due 2/5/2009
    20,000       19,981  
NetJets Inc. 1.05% due 1/20/20095
    19,900       19,874  
Estée Lauder Companies Inc. 1.25% due 1/12/20095
    15,000       14,994  
Medtronic Inc. 1.30% due 2/2/20095
    3,900       3,892  
                 
                 
Total short-term securities (cost: $3,882,013,000)
            3,886,832  
                 
Total investment securities (cost: $41,382,278,000)
            33,946,087  
Other assets less liabilities
            143,735  
                 
Net assets
          $ 34,089,822  

“Miscellaneous” securities include holdings in their initial period of acquisition that have not previously been publicly disclosed.

1Valued under fair value procedures adopted by authority of the board of directors. The total value of all such securities, including those in "Miscellaneous,"
 was $4,750,396,000, which represented 13.93% of the net assets of the fund. 
2Security did not produce income during the last 12 months.
3Represents an affiliated company as defined under the Investment Company Act of 1940.
4Purchased in a transaction exempt from registration under the Securities Act of 1933. This security (acquired 10/2/2003 at a cost of $61,372,000) may be
 subject to legal or contractual restrictions on resale.
5Purchased in a transaction exempt from registration under the Securities Act of 1933. May be resold in the U.S. in transactions exempt from registration,
 normally to qualified institutional buyers. The total value of all such securities was $674,654,000, which represented 1.98% of the net assets of the fund.


Key to abbreviations

ADR = American Depositary Receipts
GDR = Global Depositary Receipts



Investments are not FDIC-insured, nor are they deposits of or guaranteed by a bank or any other entity, so you may lose money.

Investors should carefully consider the investment objectives, risks, charges and expenses of the American Funds. This and other important information is contained in each fund’s prospectus, which can be obtained from your financial professional and should be read carefully before investing.
 
 
 
 
 
MFGEFP-910-0209O-S15839


 
 
 
 
 
Summary investment portfolio, December 31, 2008
 
The following summary investment portfolio is designed to streamline the report and help investors better focus on a fund’s principal holdings.  For details on how to obtain a complete schedule of portfolio holdings, please see the inside back cover.
 
[begin pie chart]
Industry sector diversification (percent of net assets)
 
 
 
       
Information technology
    17.61 %
Industrials
    12.24  
Health Care
    11.87  
Energy
    10.54  
Financials
    7.58  
Other industries
    28.19  
Bonds & Notes
    0.15  
Short-term securities & other assets less liabilities
    11.82  
[end pie chart]
 
Country diversification (percent of net assets)
 
 
 
         
United States
    65.0 %
Euro zone *
    9.1  
Canada
    3.9  
Japan
    1.7  
Switzerland
    3.4  
United Kingdom
    2.5  
Other countries
    2.4  
Bonds, short-term securities & other assets less liabilities
    12.0  
         
*Countries using the euro as a common currency; those represented in the fund's
 
portfolio are Finland, France, Germany, Ireland, Italy and the Netherlands.
 
 
 
   
Shares
   
 Value
 (000)
   
Percent of
 net assets
 
         
 
       
Common stocks  - 88.03%
                 
                   
Information technology  - 17.61%
                 
Nokia Corp. (ADR)
    34,522,000     $ 538,543        
Nokia Corp. (1)
    18,900,000       293,733       2.44 %
Oracle Corp. (2)
    38,391,979       680,690       2.00  
Microsoft Corp.
    33,295,000       647,255       1.90  
Cisco Systems, Inc. (2)
    32,910,000       536,433       1.57  
Google Inc., Class A (2)
    1,200,000       369,180       1.08  
Yahoo! Inc. (2)
    28,160,000       343,552       1.01  
EMC Corp. (2)
    24,745,000       259,080       .76  
Intuit Inc. (2)
    9,975,000       237,305       .70  
SAP AG (ADR)
    6,500,000       235,430       .69  
Other securities
            1,863,433       5.46  
              6,004,634       17.61  
                         
Industrials  - 12.24%
                       
Deere & Co.
    10,500,000       402,360       1.18  
Schneider Electric SA (1)
    4,110,075       307,770       .90  
Emerson Electric Co.
    8,400,000       307,524       .90  
Union Pacific Corp.
    6,100,000       291,580       .86  
General Electric Co.
    14,700,000       238,140       .70  
Caterpillar Inc.
    5,217,500       233,066       .68  
General Dynamics Corp.
    3,545,800       204,203       .60  
Northrop Grumman Corp.
    4,366,243       196,655       .58  
Other securities
            1,991,558       5.84  
              4,172,856       12.24  
                         
Health care  - 11.87%
                       
Merck & Co., Inc.
    19,940,800       606,200       1.78  
Roche Holding AG (1)
    3,025,000       462,758       1.36  
Eli Lilly and Co.
    9,898,400       398,609       1.17  
Wyeth
    10,000,000       375,100       1.10  
Bayer AG, non-registered shares (1)
    4,670,000       275,019       .81  
Abbott Laboratories
    4,450,000       237,496       .69  
C. R. Bard, Inc.
    2,500,000       210,650       .62  
Other securities
            1,479,969       4.34  
              4,045,801       11.87  
                         
Energy  - 10.54%
                       
Suncor Energy Inc.
    36,866,206       717,658       2.10  
Occidental Petroleum Corp.
    6,804,244       408,186       1.20  
Chevron Corp.
    2,892,763       213,978       .63  
Tenaris SA (ADR)
    10,170,000       213,367       .63  
EnCana Corp.
    4,300,000       201,008       .59  
Diamond Offshore Drilling, Inc.
    3,332,000       196,388       .58  
Murphy Oil Corp.
    4,343,636       192,640       .56  
CONSOL Energy Inc. (3)
    6,700,000       191,486       .56  
Other securities
            1,258,694       3.69  
              3,593,405       10.54  
                         
Financials  - 7.58%
                       
Wells Fargo & Co.
    10,880,000       320,742       .94  
Berkshire Hathaway Inc., Class A (2)
    2,945       284,487       .84  
JPMorgan Chase & Co.
    8,000,000       252,240       .74  
Bank of America Corp.
    17,160,000       241,613       .71  
U.S. Bancorp
    8,712,000       217,887       .64  
Citigroup Inc.
    28,900,000       193,919       .57  
Other securities
            1,071,511       3.14  
              2,582,399       7.58  
                         
Consumer discretionary  - 7.18%
                       
McDonald's Corp.
    9,406,400       584,984       1.72  
Lowe's Companies, Inc.
    20,210,000       434,919       1.27  
Other securities
            1,428,226       4.19  
              2,448,129       7.18  
                         
Materials  - 6.28%
                       
Syngenta AG (1)
    2,025,400       389,946       1.14  
Other securities
            1,752,559       5.14  
              2,142,505       6.28  
                         
Consumer staples  - 5.19%
                       
Wal-Mart Stores, Inc.
    7,732,700       433,495       1.27  
Philip Morris International Inc.
    8,224,800       357,861       1.05  
Altria Group, Inc.
    14,996,000       225,840       .66  
Other securities
            752,636       2.21  
              1,769,832       5.19  
                         
Telecommunication services  - 3.32%
                       
AT&T Inc.
    18,512,500       527,606       1.55  
Verizon Communications Inc.
    9,400,000       318,660       .93  
Other securities
            286,335       .84  
              1,132,601       3.32  
                         
Utilities- 2.82%
                       
Other securities
            961,876       2.82  
                         
                         
Miscellaneous  -  3.40%
                       
Other common stocks in initial period of acquisition
            1,154,476       3.40  
                         
                         
Total common stocks (cost: $37,451,706,000)
            30,008,514       88.03  
                         
                         
                         
           
Value
(000)
     
Percent of net assets 
 
Bonds & notes  - 0.15%
                       
                         
                         
Industrials - 0.15%
                       
Other securities
            50,741       .15  
                         
                         
Total bonds & notes (cost: $48,559,000)
            50,741       .15  
                         
                         
                         
     
Principal amount (000) 
   
Value
 (000)
     
Percent of net assets 
 
Short-term securities  - 11.40%
                       
                         
                         
Freddie Mac 0.25%-2.35% due 1/12-9/30/2009
  $ 1,086,444       1,085,086       3.18  
Fannie Mae 0.10%-2.50% due 1/28-6/19/2009
    778,500       777,788       2.28  
Federal Home Loan Bank 0.22%-2.65% due 1/16-4/13/2009
    594,900       594,597       1.74  
U.S. Treasury Bills 1.89%-1.945% due 1/15-2/12/2009
    188,800       188,795       .55  
AT&T Inc. 0.35%-2.10% due 1/9-1/20/2009 (4)
    60,000       59,980       .18  
Emerson Electric Co. 1.20% due 1/26/2009 (4)
    36,000       35,969       .11  
Merck & Co. Inc. 1.75% due 1/6/2009
    29,300       29,293       .09  
Other securities
            1,115,324       3.27  
                         
                         
Total short-term securities (cost: $3,882,013,000)
            3,886,832       11.40  
                         
                         
Total investment securities (cost: $41,382,278,000)
            33,946,087       99.58  
Other assets less liabilities
            143,735       .42  
                         
Net assets
          $ 34,089,822       100.00 %
                         
                         
"Miscellaneous" securities include holdings in their initial period of acquisition that have not previously been publicly disclosed.
         
"Other securities" includes all issues that are not disclosed separately in the summary investment portfolio.
                 
 
 
Investments in affiliates
 
A company is considered to be an affiliate of the fund under the Investment Company Act of 1940 if the
fund's holdings in that company represent 5% or more of the outstanding voting shares of that company.
The value of the fund's holdings in affiliated companies is included in "Other securities"
under their respective industry sectors in the preceding summary investment portfolio. Further details on
these holdings and related transactions during the year ended December 31, 2008, appear below.
 
   
Beginning shares
   
Additions
   
Reductions
   
Ending shares
   
Dividend
income
 (000)
   
Value of affiliates at 12/31/08 (000)
 
                                     
Corporate Executive Board Co.
    2,304,200       -       -       2,304,200     $ 4,055     $ 50,831  
Grafton Group PLC, units  (1)
    9,500,000       5,150,000       -       14,650,000       3,122       47,441  
C&C Group PLC (5)
    16,055,047       -       7,170,305       8,884,742       5,019       -  
Rohm and Haas Co.(5)
    8,607,300       1,795,400       10,402,700       -       12,768       -  
                                    $ 24,964     $ 98,272  
 
The following footnotes apply to either the individual securities noted or one or more of the securities aggregated and listed as a single line item.
 
                         
(1) Valued under fair value procedures adopted by authority of the board of directors. The total value of all such securities,
         
including those in "Miscellaneous" and "Other securities," was $4,750,396,000, which represented 13.93% of the net assets of the fund.
 
(2) Security did not produce income during the last 12 months.
                       
(3) Purchased in a transaction exempt from registration under the securities Act of 1933. This security (acquired 10/2/2003 at a cost of $61,372,000) may be subject to legal or contractual restrictions on resale.
 
(4) Purchased in a transaction exempt from registration under the Securities Act of 1933. May be resold in the U.S. in transactions exempt
 
from registration, normally to qualified institutional buyers. The total value of all such securities, including those in "Other securities,"
         
was $674,654,000, which represented 1.98% of the net assets of the fund.
                       
(5) Unaffiliated issuer at 12/31/2008.
                       
                         
Key to abbreviation
                       
ADR = American Depositary Receipts
                       
                         
The industry classifications shown in the summary investment portfolio were obtained from sources
                       
believed to be reliable and are not covered by the Report of Independent Registered Public Accounting Firm.
                 
                         
See Notes to Financial Statements
                       
 
 
Financial statements
 
Statement of assets and liabilities
           
at December 31, 2008
 
  (dollars in thousands)
 
             
Assets:
           
 Investment securities, at value:
           
  Unaffiliated issuers (cost: $41,061,272)
  $ 33,847,815        
  Affiliated issuers (cost: $321,006)
    98,272     $ 33,946,087  
 Cash denominated in currencies other than U.S. dollars
               
  (cost: $1,467)
            1,467  
 Cash
            85  
 Receivables for:
               
  Sales of investments
    16,922          
  Sales of fund's shares
    276,039          
  Dividends and interest
    62,833       355,794  
              34,303,433  
Liabilities:
               
 Payables for:
               
  Purchases of investments
    21,142          
  Repurchases of fund's shares
    169,386          
  Investment advisory services
    6,518          
  Services provided by affiliates
    14,496          
  Directors' deferred compensation
    1,826          
  Other
    243       213,611  
Net assets at December 31, 2008
          $ 34,089,822  
                 
Net assets consist of:
               
 Capital paid in on shares of capital stock
          $ 44,360,313  
 Undistributed net investment income
            199,930  
 Accumulated net realized loss
            (3,033,957 )
 Net unrealized depreciation
            (7,436,464 )
Net assets at December 31, 2008
          $ 34,089,822  
 
 
  (dollars and shares in thousands, except per-share amounts)  
Total authorized capital stock - 2,500,000 shares, $1.00 par value (1,365,030 total shares outstanding)
       
   
Net assets
   
Shares outstanding
   
Net asset value per share*
 
Class A
  $ 24,443,154       978,357     $ 24.98  
Class B
    924,219       37,088       24.92  
Class C
    1,468,473       58,985       24.90  
Class F-1
    2,931,565       117,383       24.97  
Class F-2
    91,669       3,669       24.98  
Class 529-A
    484,971       19,422       24.97  
Class 529-B
    54,050       2,166       24.96  
Class 529-C
    146,821       5,884       24.95  
Class 529-E
    21,291       853       24.95  
Class 529-F-1
    19,922       799       24.95  
Class R-1
    60,566       2,433       24.90  
Class R-2
    366,059       14,710       24.89  
Class R-3
    1,058,385       42,440       24.94  
Class R-4
    941,588       37,745       24.95  
Class R-5
    1,077,089       43,096       24.99  
   
(*) Maximum offering price and redemption price per share were equal to the net asset value per share for all share classes, except for Classes A and 529-A, for which the maximum offering prices per share were $26.50 and $26.49, respectively.
 
                         
                         
See Notes to Financial Statements
                       
 
 
Statement of operations
           
for the year ended December 31, 2008
 
  (dollars in thousands)
             
Investment income:
           
 Income:
           
  Dividends (net of non-U.S.
           
            taxes of $31,830; also includes
           
            $24,964 from affiliates)
  $ 939,641        
  Interest
    117,332     $ 1,056,973  
                 
                 
 Fees and expenses*:
               
  Investment advisory services
    115,983          
  Distribution services
    139,155          
  Transfer agent services
    42,329          
  Administrative services
    16,120          
  Reports to shareholders
    3,317          
  Registration statement and prospectus
    2,046          
  Postage, stationery and supplies
    3,571          
  Directors' compensation
    (570 )        
  Auditing and legal
    129          
  Custodian
    1,217          
  State and local taxes
    1          
  Other
    135          
  Total fees and expenses before waiver
    323,433          
     Less investment advisory services waiver
    11,598          
  Total fees and expenses after waiver
            311,835  
 Net investment income
            745,138  
                 
Net realized loss and unrealized
               
 depreciation on investments
               
 and currency:
               
 Net realized loss on:
               
  Investments (including $137,783 net gain from affiliates)
    (3,025,394 )        
  Currency transactions
    (2,823 )     (3,028,217 )
 Net unrealized depreciation on:
               
  Investments
    (19,833,532 )        
  Currency translations
    (247 )     (19,833,779 )
   Net realized loss and
               
    unrealized depreciation
               
    on investments and currency
            (22,861,996 )
Net decrease in net assets resulting
               
 from operations
          $ (22,116,858 )
                 
(*) Additional information related to class-specific fees and expenses is included in the Notes to Financial Statements.
                 
See Notes to Financial Statements
               
                 
                 
                 
                 
Statements of changes in net assets
      (dollars in thousands)
                 
   
Year ended December 31,
   
2008
   
2007
 
Operations:
               
 Net investment income
  $ 745,138     $ 1,063,193  
 Net realized (loss) gain on investments
               
  and currency transactions
    (3,028,217 )     2,686,389  
 Net unrealized (depreciation) appreciation on investments
               
  and currency translations
    (19,833,779 )     1,808,390  
  Net (decrease) increase in net assets resulting from operations
    (22,116,858 )     5,557,972  
                 
Dividends and distributions paid to
               
 shareholders :
               
 Dividends from net investment income
    (721,047 )     (998,744 )
 Distributions from net realized gain on investments
    (316,888 )     (2,310,752 )
  Total dividends and distributions paid to shareholders
    (1,037,935 )     (3,309,496 )
                 
                 
Net capital share transactions
    6,867,554       8,940,644  
                 
Total (decrease) increase in net assets
    (16,287,239 )     11,189,120  
                 
Net assets:
               
 Beginning of year
    50,377,061       39,187,941  
 End of year (including undistributed
               
  net investment income: $199,930 and $179,577, respectively)
  $ 34,089,822     $ 50,377,061  
                 
                 
See Notes to Financial Statements
               
 
 
Notes to financial statements

1.  
Organization and significant accounting policies

Organization – Fundamental Investors, Inc. (the "fund") is registered under the Investment Company Act of 1940 as an open-end, diversified management investment company. The fund seeks long-term growth of capital and income primarily through investments in common stocks.

The fund offers 15 share classes consisting of five retail share classes, five 529 college savings plan share classes and five retirement plan share classes. The 529 college savings plan share classes (529-A, 529-B, 529-C, 529-E and 529-F-1) can be used to save for college education. The five retirement plan share classes (R-1, R-2, R-3, R-4 and R-5) are generally offered only through eligible employer-sponsored retirement plans. The fund’s share classes are described below:

Share class
Initial sales charge
Contingent deferred sales charge upon redemption
Conversion feature
Classes A and 529-A
Up to 5.75%
None (except 1% for certain redemptions within one year of purchase without an initial sales charge)
None
Classes B and 529-B
None
Declines from 5% to 0% for redemptions within six years of purchase
Classes B and 529-B convert to Classes A and 529-A, respectively, after eight years
Class C
None
1% for redemptions within one year of purchase
Class C converts to Class F-1 after 10 years
Class 529-C
None
1% for redemptions within one year of purchase
None
Class 529-E
None
None
None
Classes F-1, F-2 and 529-F-1
None
None
None
Classes R-1, R-2, R-3, R-4 and R-5
None
None
None
 

On August 1, 2008, the fund made an additional retail share class (Class F-2) available for sale pursuant to an amendment to its registration statement filed with the Securities and Exchange Commission (“SEC”). In addition, Class F shares were renamed Class F-1 and Class 529-F shares were renamed Class 529-F-1. Refer to the fund’s prospectus for more details.

Holders of all share classes have equal pro rata rights to assets, dividends and liquidation proceeds. Each share class has identical voting rights, except for the exclusive right to vote on matters affecting only its class. Share classes have different fees and expenses ("class-specific fees and expenses"), primarily due to different arrangements for distribution, administrative and shareholder services. Differences in class-specific fees and expenses will result in differences in net investment income and, therefore, the payment of different per-share dividends by each class.
Significant accounting policies – The financial statements have been prepared to comply with accounting principles generally accepted in the United States of America. These principles require management to make estimates and assumptions that affect reported amounts and disclosures. Actual results could differ from those estimates. The following is a summary of the significant accounting policies followed by the fund:

Security valuation – Equity securities are valued at the official closing price of, or the last reported sale price on, the exchange or market on which such securities are traded, as of the close of business on the day the securities are being valued or, lacking any sales, at the last available bid price. Prices for each security are taken from the principal exchange or market in which the security trades. Fixed-income securities, including short-term securities purchased with more than 60 days left to maturity, are valued at prices obtained from an independent pricing service when such prices are available. However, where the investment adviser deems it appropriate, such securities will be valued at the mean quoted bid and asked prices (or bid prices, if asked prices are not available) or at prices for securities of comparable maturity, quality and type.  Securities with both fixed-income and equity characteristics, or equity securities traded principally among fixed-income dealers, are valued in the manner described above for either equity or fixed-income securities, depending on which method is deemed most appropriate by the investment adviser. Short-term securities purchased within 60 days to maturity are valued at amortized cost, which approximates market value. The value of short-term securities originally purchased with maturities greater than 60 days is determined based on an amortized value to par when they reach 60 days or less remaining to maturity.

Securities and other assets for which representative market quotations are not readily available or are considered unreliable by the investment adviser are fair valued as determined in good faith under procedures adopted by authority of the fund's board of directors. Market quotations may be considered unreliable if events occur that materially affect the value of securities (particularly securities outside the U.S.) between the close of trading in those securities and the close of regular trading on the New York Stock Exchange.  Various factors may be reviewed in order to make a good faith determination of a security’s fair value. These factors include, but are not limited to, the type and cost of the security; contractual or legal restrictions on resale of the security; relevant financial or business developments of the issuer; actively traded similar or related securities; conversion or exchange rights on the security; related corporate actions; significant events occurring after the close of trading in the security; and changes in overall market conditions.

Security transactions and related investment income – Security transactions are recorded by the fund as of the date the trades are executed with brokers. Realized gains and losses from security transactions are determined based on the specific identified cost of the securities. Dividend income is recognized on the ex-dividend date and interest income is recognized on an accrual basis. Market discounts, premiums and original issue discounts on fixed-income securities are amortized daily over the expected life of the security.

Class allocations – Income, fees and expenses (other than class-specific fees and expenses) and realized and unrealized gains and losses are allocated daily among the various share classes based on their relative net assets. Class-specific fees and expenses, such as distribution, administrative and shareholder services, are charged directly to the respective share class.

Dividends and distributions to shareholders Dividends and distributions paid to shareholders are recorded on the ex-dividend date.

Currency translation – Assets and liabilities, including investment securities, denominated in currencies other than U.S. dollars are translated into U.S. dollars at the exchange rates in effect on the valuation date. Purchases and sales of investment securities and income and expenses are translated into U.S. dollars at the exchange rates on the dates of such transactions. On the accompanying financial statements, the effects of changes in exchange rates on investment securities are included with the net realized gain or loss and net unrealized appreciation or depreciation on investments. The realized gain or loss and unrealized appreciation or depreciation resulting from all other transactions denominated in currencies other than U.S. dollars are disclosed separately.

2.  
Risk factors

Investing in the fund may involve certain risks including, but not limited to, those described below.

The prices of, and the income generated by, securities held by the fund may decline in response to certain events, including those directly involving the companies whose securities are owned by the fund; conditions affecting the general economy; overall market changes; local, regional or global political, social or economic instability; and currency, interest rate and commodity price fluctuations.

Investments in securities issued by entities based outside the United States may be subject to the risks described above to a greater extent and may also be affected by currency fluctuations and controls; different accounting, auditing, financial reporting, and legal standards and practices in some countries; expropriation; changes in tax policy; greater market volatility; differing securities market structures; higher transaction costs; and various administrative difficulties, such as delays in clearing and settling portfolio transactions or in receiving payment of dividends. These risks may be heightened in connection with investments in developing countries. Investments in securities issued by entities domiciled in the United States may also be subject to many of these risks.
 
 3. Taxation and distributions                                                                                     

Federal income taxation – The fund complies with the requirements under Subchapter M of the Internal Revenue Code applicable to mutual funds and intends to distribute substantially all of its net taxable income and net capital gains each year. The fund is not subject to income taxes to the extent such distributions are made. Therefore, no federal income tax provision is required. 

As of and during the period ended December 31, 2008, the fund did not have a liability for any unrecognized tax benefits. The fund recognizes interest and penalties, if any, related to unrecognized tax benefits as income tax expense in the statement of operations. During the period, the fund did not incur any interest or penalties.


The fund is not subject to examination by U.S. federal tax authorities for tax years before 2005, by state tax authorities for tax years before 2004 and by tax authorities outside the U.S. for tax years before 2005.

Non-U.S. taxation –Dividend income is recorded net of non-U.S. taxes paid. Gains realized by the fund on the sale of securities in certain countries are subject to non-U.S. taxes. The fund records a liability based on unrealized gains to provide for potential non-U.S. taxes payable upon the sale of these securities. For the year ended December 31, 2008, there were no non-U.S. taxes paid on realized gains. As of December 31, 2008, there was no liability for non-U.S. taxes based on unrealized gains.

Distributions – Distributions paid to shareholders are based on net investment income and net realized gains determined on a tax basis, which may differ from net investment income and net realized gains for financial reporting purposes. These differences are due primarily to differing treatment for items such as currency gains and losses; short-term capital gains and losses; and capital losses related to sales of certain securities within 30 days of purchase. The fiscal year in which amounts are distributed may differ from the year in which the net investment income and net realized gains are recorded by the fund for financial reporting purposes.

During the year ended December 31, 2008, the fund reclassified $3,498,000 from undistributed net investment income to accumulated net realized loss and $240,000 from undistributed net investment income to capital paid in on shares of capital stock to align financial reporting with tax reporting.

As of December 31, 2008, the tax basis components of distributable earnings, unrealized appreciation (depreciation) and cost of investment securities were as follows:

  (dollars in thousands)  
Undistributed ordinary income
  $ 201,756  
Capital loss carryforward expiring in 2016*
    (1,885,675 )
Post-October capital loss deferrals (realized during the period November 1, 2008, through December 31, 2008)
    (1,140,924 )
Gross unrealized appreciation on investment securities
    3,153,922  
Gross unrealized depreciation on investment securities
    (10,597,471 )
Net unrealized depreciation on investment securities
    (7,443,549 )
Cost of investment securities
    41,389,636  
*The capital loss carryforward will be used to offset any capital gains realized by the fund in future years through the expiration date. The fund will not make distributions from capital gains while a capital loss carryforward remains.
 
These deferrals are considered incurred in the subsequent year.
       

The tax character of distributions paid to shareholders was as follows (dollars in thousands):

   
Year ended December 31, 2008
   
Year ended December 31, 2007
 
 
Share class
 
Ordinary income
   
Long-term capital gains
   
Total distributions paid
   
Ordinary income
   
Long-term capital gains
   
Total distributions paid
 
 
                                   
Class A
  $ 557,598     $ 241,668     $ 799,266     $ 809,465     $ 1,788,460     $ 2,597,925  
Class B
    11,804       10,319       22,123       23,044       76,989       100,033  
Class C
    16,584       13,050       29,634       26,701       93,931       120,632  
Class F-1
    60,738       21,382       82,120       61,524       146,701       208,225  
Class F-2*
    779       -       779       -       -       -  
Class 529-A
    9,941       4,136       14,077       12,265       29,043       41,308  
Class 529-B
    570       506       1,076       998       3,671       4,669  
Class 529-C
    1,515       1,251       2,766       2,393       8,837       11,230  
Class 529-E
    360       187       547       487       1,322       1,809  
Class 529-F-1
    424       134       558       404       908       1,312  
Class R-1
    628       389       1,017       710       2,590       3,300  
Class R-2
    3,842       3,036       6,878       6,021       21,466       27,487  
Class R-3
    16,994       7,755       24,749       18,381       52,112       70,493  
Class R-4
    17,908       6,485       24,393       16,207       39,566       55,773  
Class R-5
    21,362       6,590       27,952       20,144       45,156       65,300  
Total
  $ 721,047     $ 316,888     $ 1,037,935     $ 998,744     $ 2,310,752     $ 3,309,496  
                                                 
                                                 
* Class F-2 was offered beginning August 1, 2008.
                                 

 
4. Fees and transactions with related parties

Capital Research and Management Company ("CRMC"), the fund’s investment adviser, is the parent company of American Funds Service Company® ("AFS"), the fund’s transfer agent, and American Funds Distributors,® Inc. ("AFD"), the principal underwriter of the fund’s shares.

Investment advisory services - The Investment Advisory and Service Agreement with CRMC provides for monthly fees accrued daily. These fees are based on a declining series of annual rates beginning with 0.390% on the first $1 billion of daily net assets and decreasing to 0.232% on such assets in excess of $55 billion. CRMC waived a portion of its investment advisory services fee from September 1, 2004, through December 31, 2008. During the year ended December 31, 2008, total investment advisory services fees waived by CRMC were $11,598,000. As a result, the fee shown on the accompanying financial statements of $115,983,000, which was equivalent to an annualized rate of 0.254%, was reduced to $104,385,000, or 0.228% of average daily net assets.

Class-specific fees and expenses – Expenses that are specific to individual share classes are accrued directly to the respective share class. The principal class-specific fees and expenses are described below:

Distribution services – The fund has adopted plans of distribution for all share classes, except Classes F-2 and R-5. Under the plans, the board of directors approves certain categories of expenses that are used to finance activities primarily intended to sell fund shares and service existing accounts. The plans provide for payments, based on an annualized percentage of average daily net assets, ranging from 0.25% to 1.00% as noted below. In some cases, the board of directors has limited the amounts that may be paid to less than the maximum allowed by the plans. All share classes except Classes F-2 and R-5 may use up to 0.25% of average daily net assets to pay service fees, or to compensate AFD for paying service fees, to firms that have entered into agreements with AFD to provide certain shareholder services. The remaining amounts available to be paid under each plan are paid to dealers to compensate them for their sales activities. 

For Classes A and 529-A, the board of directors has also approved the reimbursement of dealer and wholesaler commissions paid by AFD for certain shares sold without a sales charge. These classes reimburse AFD for amounts billed within the prior 15 months but only to the extent that the overall annual expense limit of 0.25% is not exceeded. As of December 31, 2008, there were no unreimbursed expenses subject to reimbursement for Classes A or 529-A.

Share class
Currently approved limits
Plan limits
Class A
0.25%
0.25%
Class 529-A
0.25
0.50
Classes B and 529-B
1.00
1.00
Classes C, 529-C and R-1
1.00
1.00
Class R-2
0.75
1.00
Classes 529-E and R-3
0.50
0.75
Classes F-1, 529-F-1 and R-4
0.25
0.50

Transfer agent services The fund has a transfer agent agreement with AFS for Classes A and B. Under this agreement, these share classes compensate AFS for transfer agent services including shareholder recordkeeping, communications and transaction processing. AFS is also compensated for certain transfer agent services provided to all other share classes from the administrative services fees paid to CRMC described below.

Administrative services – The fund has an administrative services agreement with CRMC to provide transfer agent and other related shareholder services for all share classes other than Classes A and B. Each relevant share class pays CRMC annual fees up to 0.15% (0.10% for Class R-5) based on its respective average daily net assets. Each relevant share class also pays AFS additional amounts for certain transfer agent services. CRMC and AFS may use these fees to compensate third parties for performing these services. Each 529 share class is subject to an additional administrative services fee payable to the Commonwealth of Virginia for the maintenance of the 529 college savings plan. The quarterly fee is based on a declining series of annual rates beginning with 0.10% on the first $30 billion of the net assets invested in Class 529 shares of the American Funds and decreasing to 0.06% on such assets between $120 billion and $150 billion. The fee for any given calendar quarter is accrued and calculated on the basis of the average net assets of Class 529 shares of the American Funds for the last month of the prior calendar quarter. Although these amounts are included with administrative services fees on the accompanying financial statements, the Commonwealth of Virginia is not considered a related party.

Expenses under the agreements described above for the year ended December 31, 2008, were as follows (dollars in thousands):

Share class
Distribution services
Transfer agent services
Administrative services
CRMC administrative services
Transfer agent services
Commonwealth of Virginia administrative services
Class A
$80,557
$40,731
Not applicable
Not applicable
Not applicable
Class B
 13,828
 1,598
Not applicable
Not applicable
Not applicable
Class C
 19,214
 
 
 
Included
in
administrative services
$2,690
$365
Not applicable
Class F-1
8,841
3,367
304
Not applicable
Class F-2 *
 Not applicable
 21
 3
Not applicable
Class 529-A
 1,199
 565
 87
$612
Class 529-B
 719
 66
 21
 72
Class 529-C
 1,855
 171
 47
 186
Class 529-E
 136
 25
 4
 27
Class 529-F-1
-
 21
 3
 23
Class R-1
 655
63
 44
Not applicable
Class R-2
 3,405
 681
 1,457
Not applicable
Class R-3
 6,137
 1,840
 703
Not applicable
Class R-4
 2,609
 1,542
 45
Not applicable
Class R-5
Not applicable
 1,042
 23
Not applicable
Total
$139,155
$42,329
$12,094
$3,106
$920

* Class F-2 was offered beginning August 1, 2008.


Directors’ deferred compensation – Since the adoption of the deferred compensation plan in 1993, directors who are unaffiliated with CRMC may elect to defer the cash payment of part or all of their compensation. These deferred amounts, which remain as liabilities of the fund, are treated as if invested in shares of the fund or other American Funds. These amounts represent general, unsecured liabilities of the fund and vary according to the total returns of the selected funds. Directors’ compensation of $(570,000), shown on the accompanying financial statements, includes $394,000 in current fees (either paid in cash or deferred) and a net decrease of $964,000 in the value of the deferred amounts.

Affiliated officers and directors – Officers and certain directors of the fund are or may be considered to be affiliated with CRMC, AFS and AFD. No affiliated officers or directors received any compensation directly from the fund.

5. Disclosure of fair value measurements
 
The fund adopted the Statement of Financial Accounting Standards No. 157 (“FAS 157”), Fair Value Measurements, on January 1, 2008. FAS 157 requires the fund to classify its assets and liabilities into three levels based on the method used to value the assets or liabilities. Level 1 values are based on quoted prices in active markets for identical securities. Level 2 values are based on significant observable market inputs, such as quoted prices for similar securities and quoted prices in inactive markets. Level 3 values are based on significant unobservable inputs that reflect the fund’s determination of assumptions that market participants might reasonably use in valuing the securities. The valuation levels are not necessarily an indication of the risk or liquidity associated with the underlying investment. For example, U.S. government securities are generally high quality and liquid; however, they are reflected as Level 2 because the inputs used to determine fair value may not always be quoted prices in an active market. The following table presents the fund’s valuation levels as of December 31, 2008 (dollars in thousands):

  Investment securities  
Level 1 – Quoted prices
  $ 25,258,118  
Level 2 – Other significant observable inputs
    8,687,969 (*)
Level 3 – Significant unobservable inputs
    -  
  Total
  $ 33,946,087  
 
(*) Includes certain securities trading primarily outside the U.S. whose values were adjusted as a result of significant market movements following the close of local trading; therefore, $4,750,396,000 of investment securities were classified as Level 2 instead of Level 1.

6. Capital share transactions

Capital share transactions in the fund were as follows (dollars and shares in thousands):
 
Share class
 
Sales(*)
   
Reinvestments of dividends and distributions
   
Repurchases(*)
   
Net increase (decrease)
 
   
Amount
   
Shares
   
Amount
   
Shares
   
Amount
   
Shares
   
Amount
   
Shares
 
Year ended December 31, 2008
                                     
Class A
  $ 7,911,594       231,401     $ 763,364       22,342     $ (6,050,793 )     (191,212 )   $ 2,624,165       62,531  
Class B
    276,235       7,940       21,439       636       (363,229 )     (10,840 )     (65,555 )     (2,264 )
Class C
    785,133       22,623       28,519       865       (416,578 )     (13,019 )     397,074       10,469  
Class F-1
    2,763,196       78,243       72,793       2,178       (1,213,116 )     (39,270 )     1,622,873       41,151  
Class F-2
    116,845       4,125       650       25       (12,665 )     (481 )     104,830       3,669  
Class 529-A
    190,435       5,390       14,075       417       (50,723 )     (1,537 )     153,787       4,270  
Class 529-B
    14,144       400       1,076       33       (5,318 )     (159 )     9,902       274  
Class 529-C
    62,565       1,765       2,766       84       (19,014 )     (572 )     46,317       1,277  
Class 529-E
    7,990       228       547       16       (2,522 )     (75 )     6,015       169  
Class 529-F-1
    14,406       390       558       17       (2,864 )     (88 )     12,100       319  
Class R-1
    55,324       1,583       1,012       32       (18,085 )     (537 )     38,251       1,078  
Class R-2
    240,522       6,876       6,875       210       (120,579 )     (3,509 )     126,818       3,577  
Class R-3
    835,509       23,703       24,701       750       (317,096 )     (9,313 )     543,114       15,140  
Class R-4
    850,916       23,655       24,370       735       (258,547 )     (7,396 )     616,739       16,994  
Class R-5
    800,099       24,178       27,167       814       (196,142 )     (5,773 )     631,124       19,219  
Total net increase
                                                               
   (decrease)
  $ 14,924,913       432,500     $ 989,912       29,154     $ (9,047,271 )     (283,781 )   $ 6,867,554       177,873  
                                                                 
Year ended December 31, 2007
                                                 
Class A
  $ 6,456,455       150,249     $ 2,483,027       58,072     $ (4,147,003 )     (96,202 )   $ 4,792,479       112,119  
Class B
    235,580       5,496       96,689       2,265       (166,258 )     (3,864 )     166,011       3,897  
Class C
    687,356       16,009       116,095       2,721       (205,156 )     (4,780 )     598,295       13,950  
Class F-1
    1,620,221       37,361       185,210       4,331       (467,079 )     (10,793 )     1,338,352       30,899  
Class 529-A
    195,316       4,545       41,303       966       (30,624 )     (708 )     205,995       4,803  
Class 529-B
    15,494       361       4,669       109       (3,171 )     (73 )     16,992       397  
Class 529-C
    63,670       1,483       11,229       263       (12,819 )     (297 )     62,080       1,449  
Class 529-E
    7,666       179       1,809       42       (1,862 )     (43 )     7,613       178  
Class 529-F-1
    9,733       225       1,312       31       (2,366 )     (55 )     8,679       201  
Class R-1
    40,043       927       3,279       77       (10,137 )     (236 )     33,185       768  
Class R-2
    238,540       5,572       27,471       644       (101,887 )     (2,364 )     164,124       3,852  
Class R-3
    733,841       17,019       70,429       1,648       (193,827 )     (4,485 )     610,443       14,182  
Class R-4
    506,361       11,794       55,763       1,306       (143,084 )     (3,308 )     419,040       9,792  
Class R-5
    547,603       12,544       63,750       1,490       (93,997 )     (2,173 )     517,356       11,861  
Total net increase
                                                               
   (decrease)
  $ 11,357,879       263,764     $ 3,162,035       73,965     $ (5,579,270 )     (129,381 )   $ 8,940,644       208,348  
                                                                 
                                                                 
(*) Includes exchanges between share classes of the fund.
                                         
† Class F-2 was offered beginning August 1, 2008.
                                         
 
 
7. Investment transactions

The fund made purchases and sales of investment securities, excluding short-term securities and U.S. government obligations, if any, of $19,004,890,000 and $12,131,021,000, respectively, during the year ended December 31, 2008.
 
 
Financial highlights (1)
 
   
  (Loss) income from investment operations(2)
Dividends and distributions
           
 
Net asset value, beginning of period
Net investment income (3)
Net (losses) gains on securities (both realized and unrealized)
Total from investment operations
Dividends (from net investment income)
Distributions (from capital gains)
Total dividends and distributions
Net asset value, end of period
Total return (4) (5)
Net assets, end of period (in millions)
Ratio of expenses to average net assets before reimbursements
/waivers
Ratio of expenses to average net assets after reimbursements
/waivers (5)
Ratio of net income to average net assets (3) (5)
Class A:
                               
 Year ended 12/31/2008
$42.45
$.60
  $
(17.23)
 
$(16.63)
$(.58)
$(.26)
$(.84)
$24.98
(39.70%)
$24,443
.63%
.61%
1.70%
 Year ended 12/31/2007
 40.05
1.03
   
4.39
 
5.42
(.95)
(2.07)
(3.02)
42.45
13.55
38,877
.60
.57
2.40
 Year ended 12/31/2006
 35.40
.62
   
6.16
 
6.78
(.56)
(1.57)
(2.13)
40.05
19.24
32,187
.61
.58
1.60
 Year ended 12/31/2005
 32.25
.58
   
3.16
 
3.74
(.59)
                   -
(.59)
35.40
11.68
24,390
.62
.60
1.75
 Year ended 12/31/2004
 28.85
.61
   
3.35
 
3.96
(.56)
                   -
(.56)
32.25
13.91
21,543
.63
.63
2.05
Class B:
                               
 Year ended 12/31/2008
 42.35
.34
   
(17.20)
 
(16.86)
(.31)
(.26)
(.57)
24.92
(40.14)
924
1.39
1.37
.94
 Year ended 12/31/2007
 39.96
.70
   
4.38
 
5.08
(.62)
(2.07)
(2.69)
42.35
12.70
1,667
1.36
1.33
1.63
 Year ended 12/31/2006
 35.33
.32
   
6.14
 
6.46
(.26)
(1.57)
(1.83)
39.96
18.33
1,417
1.38
1.35
.83
 Year ended 12/31/2005
 32.19
.33
   
3.15
 
3.48
(.34)
                   -
(.34)
35.33
10.84
1,090
1.39
1.36
.99
 Year ended 12/31/2004
 28.80
.38
   
3.35
 
3.73
(.34)
                   -
(.34)
32.19
13.03
971
1.40
1.39
1.29
Class C:
                               
 Year ended 12/31/2008
 42.31
.32
   
(17.17)
 
(16.85)
(.30)
(.26)
(.56)
24.90
(40.16)
1,468
1.43
1.41
.90
 Year ended 12/31/2007
 39.92
.70
   
4.36
 
5.06
(.60)
(2.07)
(2.67)
42.31
12.65
2,053
1.41
1.38
1.62
 Year ended 12/31/2006
 35.30
.30
   
6.13
 
6.43
(.24)
(1.57)
(1.81)
39.92
18.23
1,380
1.43
1.41
.77
 Year ended 12/31/2005
 32.17
.30
   
3.15
 
3.45
(.32)
                   -
(.32)
35.30
10.76
776
1.45
1.43
.91
 Year ended 12/31/2004
 28.78
.37
   
3.34
 
3.71
(.32)
                   -
(.32)
32.17
12.96
566
1.47
1.46
1.24
Class F-1:
                               
 Year ended 12/31/2008
 42.43
.60
   
(17.22)
 
(16.62)
(.58)
(.26)
(.84)
24.97
(39.69)
2,932
.62
.60
1.72
 Year ended 12/31/2007
 40.03
1.06
   
4.36
 
5.42
(.95)
(2.07)
(3.02)
42.43
13.55
3,235
.61
.58
2.45
 Year ended 12/31/2006
 35.39
.62
   
6.15
 
6.77
(.56)
(1.57)
(2.13)
40.03
19.21
1,815
.61
.58
1.58
 Year ended 12/31/2005
 32.24
.57
   
3.16
 
3.73
(.58)
                   -
(.58)
35.39
11.64
662
.66
.63
1.71
 Year ended 12/31/2004
 28.84
.59
   
3.35
 
3.94
(.54)
                   -
(.54)
32.24
13.84
463
.70
.70
2.02
Class F-2:
                               
 Period from 8/1/2008 to 12/31/2008
 37.09
.23
   
(11.97)
 
(11.74)
(.37)
                   -
(.37)
24.98
(31.78)
92
.17
.16
.88
Class 529-A:
                               
 Year ended 12/31/2008
 42.42
.58
   
(17.21)
 
(16.63)
(.56)
(.26)
(.82)
24.97
(39.71)
485
.68
.65
1.66
 Year ended 12/31/2007
 40.02
1.03
   
4.36
 
5.39
(.92)
(2.07)
(2.99)
42.42
13.49
643
.66
.64
2.37
 Year ended 12/31/2006
 35.38
.60
   
6.15
 
6.75
(.54)
(1.57)
(2.11)
40.02
19.16
414
.66
.63
1.55
 Year ended 12/31/2005
 32.24
.55
   
3.15
 
3.70
(.56)
                   -
(.56)
35.38
11.60
231
.70
.67
1.66
 Year ended 12/31/2004
 28.84
.59
   
3.34
 
3.93
(.53)
                   -
(.53)
32.24
13.77
146
.73
.72
2.00
Class 529-B:
                               
 Year ended 12/31/2008
 42.41
.30
   
(17.22)
 
(16.92)
(.27)
(.26)
(.53)
24.96
(40.20)
54
1.50
1.47
.84
 Year ended 12/31/2007
 40.01
.66
   
4.38
 
5.04
(.57)
(2.07)
(2.64)
42.41
12.57
80
1.48
1.46
1.53
 Year ended 12/31/2006
 35.37
.27
   
6.16
 
6.43
(.22)
(1.57)
(1.79)
40.01
18.18
60
1.50
1.47
.71
 Year ended 12/31/2005
 32.23
.27
   
3.16
 
3.43
(.29)
                   -
(.29)
35.37
10.66
40
1.54
1.52
.82
 Year ended 12/31/2004
 28.83
.33
   
3.35
 
3.68
(.28)
                   -
(.28)
32.23
12.83
29
1.59
1.59
1.13
Class 529-C:
                               
 Year ended 12/31/2008
 42.40
.30
   
(17.22)
 
(16.92)
(.27)
(.26)
(.53)
24.95
(40.21)
147
1.49
1.47
.85
 Year ended 12/31/2007
 40.00
.67
   
4.37
 
5.04
(.57)
(2.07)
(2.64)
42.40
12.58
195
1.48
1.45
1.56
 Year ended 12/31/2006
 35.37
.28
   
6.14
 
6.42
(.22)
(1.57)
(1.79)
40.00
18.16
126
1.49
1.47
.71
 Year ended 12/31/2005
 32.23
.27
   
3.16
 
3.43
(.29)
                   -
(.29)
35.37
10.68
71
1.53
1.51
.83
 Year ended 12/31/2004
 28.83
.34
   
3.34
 
3.68
(.28)
                   -
(.28)
32.23
12.84
45
1.58
1.58
1.14
Class 529-E:
                               
 Year ended 12/31/2008
 42.40
.48
   
(17.21)
 
(16.73)
(.46)
(.26)
(.72)
24.95
(39.90)
21
.98
.96
1.36
 Year ended 12/31/2007
 40.00
.88
   
4.38
 
5.26
(.79)
(2.07)
(2.86)
42.40
13.14
29
.97
.95
2.05
 Year ended 12/31/2006
 35.36
.48
   
6.15
 
6.63
(.42)
(1.57)
(1.99)
40.00
18.80
20
.97
.95
1.23
 Year ended 12/31/2005
 32.23
.44
   
3.15
 
3.59
(.46)
                   -
(.46)
35.36
11.24
12
1.02
.99
1.34
 Year ended 12/31/2004
 28.83
.49
   
3.35
 
3.84
(.44)
                   -
(.44)
32.23
13.40
7
1.06
1.05
1.66
                                 
Class 529-F-1:
                               
 Year ended 12/31/2008
$42.39
$.64
  $
(17.19)
 
$(16.55)
$(.63)
$(.26)
$(.89)
$24.95
(39.59%)
$20
.48%
.46%
1.84%
 Year ended 12/31/2007
 40.00
1.13
   
4.33
 
5.46
(1.00)
(2.07)
(3.07)
42.39
13.69
20
.47
.45
2.62
 Year ended 12/31/2006
 35.36
.67
   
6.15
 
6.82
(.61)
(1.57)
(2.18)
40.00
19.40
11
.47
.45
1.73
 Year ended 12/31/2005
 32.22
.59
   
3.15
 
3.74
(.60)
                   -
(.60)
35.36
11.68
5
.58
.56
1.76
 Year ended 12/31/2004
 28.82
.58
   
3.33
 
3.91
(.51)
                   -
(.51)
32.22
13.73
2
.81
.80
1.95
Class R-1:
                               
 Year ended 12/31/2008
 42.31
.32
   
(17.18)
 
(16.86)
(.29)
(.26)
(.55)
24.90
(40.16)
61
1.43
1.41
.91
 Year ended 12/31/2007
 39.93
.72
   
4.33
 
5.05
(.60)
(2.07)
(2.67)
42.31
12.62
57
1.44
1.42
1.67
 Year ended 12/31/2006
 35.31
.29
   
6.13
 
6.42
(.23)
(1.57)
(1.80)
39.93
18.19
23
1.47
1.43
.74
 Year ended 12/31/2005
 32.18
.29
   
3.16
 
3.45
(.32)
                   -
(.32)
35.31
10.74
11
1.50
1.46
.88
 Year ended 12/31/2004
 28.79
.37
   
3.33
 
3.70
(.31)
                   -
(.31)
32.18
12.92
6
1.53
1.49
1.26
Class R-2:
                               
 Year ended 12/31/2008
 42.30
.30
   
(17.17)
 
(16.87)
(.28)
(.26)
(.54)
24.89
(40.19)
366
1.49
1.47
.85
 Year ended 12/31/2007
 39.92
.70
   
4.34
 
5.04
(.59)
(2.07)
(2.66)
42.30
12.61
471
1.46
1.40
1.62
 Year ended 12/31/2006
 35.29
.30
   
6.14
 
6.44
(.24)
(1.57)
(1.81)
39.92
18.26
291
1.54
1.41
.77
 Year ended 12/31/2005
 32.17
.30
   
3.14
 
3.44
(.32)
                   -
(.32)
35.29
10.73
155
1.64
1.43
.91
 Year ended 12/31/2004
 28.77
.38
   
3.34
 
3.72
(.32)
                   -
(.32)
32.17
13.02
93
1.76
1.45
1.29
Class R-3:
                               
 Year ended 12/31/2008
 42.38
.48
   
(17.20)
 
(16.72)
(.46)
(.26)
(.72)
24.94
(39.89)
1,058
.98
.95
1.37
 Year ended 12/31/2007
 39.98
.92
   
4.34
 
5.26
(.79)
(2.07)
(2.86)
42.38
13.17
1,157
.97
.94
2.12
 Year ended 12/31/2006
 35.35
.47
   
6.14
 
6.61
(.41)
(1.57)
(1.98)
39.98
18.75
525
.99
.96
1.21
 Year ended 12/31/2005
 32.21
.45
   
3.16
 
3.61
(.47)
                   -
(.47)
35.35
11.26
220
1.01
.98
1.35
 Year ended 12/31/2004
 28.82
.50
   
3.33
 
3.83
(.44)
                   -
(.44)
32.21
13.41
125
1.05
1.04
1.69
Class R-4:
                               
 Year ended 12/31/2008
 42.39
.58
   
(17.19)
 
(16.61)
(.57)
(.26)
(.83)
24.95
(39.70)
942
.67
.65
1.68
 Year ended 12/31/2007
 39.99
1.05
   
4.34
 
5.39
(.92)
(2.07)
(2.99)
42.39
13.51
879
.66
.64
2.42
 Year ended 12/31/2006
 35.36
.59
   
6.14
 
6.73
(.53)
(1.57)
(2.10)
39.99
19.12
438
.67
.65
1.52
 Year ended 12/31/2005
 32.22
.55
   
3.16
 
3.71
(.57)
                   -
(.57)
35.36
11.61
205
.69
.66
1.66
 Year ended 12/31/2004
 28.83
.60
   
3.33
 
3.93
(.54)
                   -
(.54)
32.22
13.85
80
.69
.69
2.04
Class R-5:
                               
 Year ended 12/31/2008
 42.46
.69
   
(17.23)
 
(16.54)
(.67)
(.26)
(.93)
24.99
(39.53)
1,077
.37
.35
1.98
 Year ended 12/31/2007
 40.06
1.18
   
4.34
 
5.52
(1.05)
(2.07)
(3.12)
42.46
13.81
1,014
.37
.34
2.73
 Year ended 12/31/2006
 35.41
.71
   
6.16
 
6.87
(.65)
(1.57)
(2.22)
40.06
19.50
481
.38
.35
1.83
 Year ended 12/31/2005
 32.26
.65
   
3.17
 
3.82
(.67)
                   -
(.67)
35.41
11.94
265
.39
.36
1.96
 Year ended 12/31/2004
 28.86
.68
   
3.35
 
4.03
(.63)
                   -
(.63)
32.26
14.19
141
.39
.39
2.31

   
Year ended December 31
 
   
2008
   
2007
   
2006
   
2005
   
2004
 
                               
Portfolio turnover rate for all classes of shares
    29 %     27 %     21 %     24 %     30 %
 
(1) Based on operations for the periods shown (unless otherwise noted) and, accordingly, may not be representative of a full year.
(2) Based on average shares outstanding.
(3) For the year ended December 31, 2007, this column reflects the impact of a corporate action event that
    resulted in a one-time increase to net investment income. If the corporate action had not occurred,
    the Class A net investment income per share and ratio of net income to average net assets would
    have been lower by $0.39 and 0.90%, respectively. The impact to the other share classes would have
    been approximately the same.
(4) Total returns exclude any applicable sales charges, including contingent deferred sales charges.
(5) This column reflects the impact, if any, of certain reimbursements/waivers from CRMC.
    During the periods shown, CRMC reduced fees for investment advisory services. In addition, during
    some of the periods shown, CRMC paid a portion of the fund's transfer agent fees for certain retirement plan share classes.
 
See Notes to Financial Statements
 
 
Report of Independent Registered Public Accounting Firm
 
To the Shareholders and Board of Directors of Fundamental Investors, Inc.:

We have audited the accompanying statement of assets and liabilities, including the summary investment portfolio, of Fundamental Investors, Inc. (the “Fund”), as of December 31, 2008, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the periods presented. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2008, by correspondence with the custodian and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fundamental Investors, Inc. as of December 31, 2008, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the periods presented, in conformity with accounting principles generally accepted in the United States of America.


Deloitte & Touche LLP

Costa Mesa, California
February 9, 2009

 
 
 
Tax information  
                                                                                                                              unaudited

We are required to advise you within 60 days of the fund’s fiscal year-end regarding the federal tax status of certain distributions received by shareholders during such fiscal year. The fund hereby designates the following amounts for the fund’s fiscal year ended December 31, 2008:

Long-term capital gains
  $ 316,888,000  
Qualified dividend income
    100 %
Corporate dividends received deduction
  $ 626,660,000  
U.S. government income that may be exempt from state taxation
  $ 19,248,000  

Individual shareholders should refer to their Form 1099 or other tax information, which was mailed in January 2009, to determine the calendar year amounts to be included on their 2008 tax returns. Shareholders should consult their tax advisers.

 
 
 
....
<PAGE>





[Logo - American Funds/(R)/]               The right choice for the long term/(R)/




Fundamental Investors/SM/




RETIREMENT PLAN
 PROSPECTUS




 March 1, 2009







TABLE OF CONTENTS

 1    Risk/Return summary
 4    Fees and expenses of the fund
 6    Investment objective, strategies and risks
10    Management and organization
14    Purchase, exchange and sale of shares
17    Sales charges
19    Sales charge reductions
21    Rollovers from retirement plans to IRAs
21    Plans of distribution
22    Other compensation to dealers
23    Distributions and taxes
24    Financial highlights





 THE SECURITIES AND EXCHANGE COMMISSION HAS NOT APPROVED OR DISAPPROVED OF
 THESE SECURITIES. FURTHER, IT HAS NOT DETERMINED THAT THIS PROSPECTUS IS
 ACCURATE OR COMPLETE. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL
 OFFENSE.








<PAGE>

[This page intentionally left blank for this filing]

<PAGE>

Risk/Return summary

The fund seeks to make your investment grow and provide you with income over
time by investing primarily in common stocks of large, established companies
that offer growth potential at reasonable prices. The fund may also invest
significantly in securities of issuers domiciled outside the United States.

The fund is designed for investors seeking both capital appreciation and income.
Your investment in the fund is subject to risks, including the possibility that
the fund's income and the value of its portfolio holdings may fluctuate in
response to events specific to the companies or markets in which the fund
invests, as well as economic, political or social events in the United States or
abroad.

Although all securities in the fund's portfolio may be adversely affected by
currency fluctuations or global economic, political or social instability,
securities issued by entities based outside the United States may be affected to
a greater extent.

Your investment in the fund is not a bank deposit and is not insured or
guaranteed by the Federal Deposit Insurance Corporation or any other government
agency, entity or person.

YOU MAY LOSE MONEY BY INVESTING IN THE FUND. THE LIKELIHOOD OF LOSS MAY BE
GREATER IF YOU INVEST FOR A SHORTER PERIOD OF TIME.


                                       1

                                             Fundamental Investors / Prospectus
<PAGE>

HISTORICAL INVESTMENT RESULTS

The bar chart below shows how the fund's investment results have varied from
year to year, and the Investment Results table on page 3 shows how the fund's
average annual total returns for various periods compare with different broad
measures of market performance. This information provides some indication of the
risks of investing in the fund. All fund results reflect the reinvestment of
dividends and capital gain distributions, if any. Unless otherwise noted, fund
results reflect any fee waivers and/or expense reimbursements in effect during
the period presented. Past results are not predictive of future results.


CALENDAR YEAR TOTAL RETURNS FOR CLASS A SHARES
(Results do not include a sales charge; if a sales charge were included,
results would be lower.)

[begin bar chart]

1999            24.58%
2000             4.27
2001            -9.55
2002           -17.34
2003            31.96
2004            13.91
2005            11.68
2006            19.24
2007            13.55
2008           -39.70

[end bar chart]


Highest/Lowest quarterly results during this time period were:




HIGHEST                          16.28%  (quarter ended December 31, 2003)
LOWEST                          -23.34%  (quarter ended December 31, 2008)






                                       2

Fundamental Investors / Prospectus


<PAGE>



Unlike the bar chart on the previous page, the Investment Results table below
reflects, as required by Securities and Exchange Commission rules, the fund's
investment results with the following maximum initial sales charge imposed:

 . Class A share results reflect the maximum initial sales charge of 5.75%. This
   charge is reduced for purchases of $25,000 or more and eliminated for
   purchases of $1 million or more.

 . Class R shares are sold without any initial sales charge.

Results would be higher if calculated without a sales charge.

Unlike the Investment Results table below, the Additional Investment Results
table on page 8 reflects the fund's results calculated without a sales charge.



 INVESTMENT RESULTS (WITH A MAXIMUM SALES CHARGE)
 AVERAGE ANNUAL TOTAL RETURNS FOR PERIODS ENDED DECEMBER 31, 2008:

                                1 YEAR   5 YEARS  10 YEARS   LIFETIME/1/
-------------------------------------------------------------------------

 CLASS A -- FROM 8/1/78         -43.16%  -0.42%    2.30%       11.63%






                                  1 YEAR   5 YEARS   LIFETIME/1/
-----------------------------------------------------------------

 CLASS R-1 -- FIRST SOLD 6/19/02  -40.16%  -0.08%       1.78%
 CLASS R-2 -- FIRST SOLD 5/21/02  -40.19   -0.07        0.99
 CLASS R-3 -- FIRST SOLD 6/4/02   -39.89    0.38        1.86
 CLASS R-4 -- FIRST SOLD 7/25/02  -39.70    0.71        5.54
 CLASS R-5 -- FIRST SOLD 5/15/02  -39.53    1.00        1.94






                               1 YEAR     5 YEARS    10 YEARS     LIFETIME/2/
-------------------------------------------------------------------------------

 INDEXES
 S&P 500/3/                    -36.99%    -2.19%      -1.38%        10.74%
 Lipper Growth & Income        -37.54     -2.12       -0.24         10.04
Funds Index/4/
 MSCI World Index/5/           -40.33      0.00       -0.19          9.78
 Class A annualized 30-day yield at December 31, 2008: 2.04%/6/
 (For current yield information, please call American FundsLine/(R)/ at
800/325-3590.)




1  Lifetime results for Class A shares are measured from August 1, 1978, when
   Capital Research and Management Company became the fund's investment adviser.
   Lifetime results for other share classes are measured from the date the share
   class was first sold.
2  Lifetime results for the index(es) shown are measured from the date Capital
   Research and Management Company became the fund's investment adviser. The funds
   or securities that compose each index may vary over time.

3  Standard & Poor's 500 Composite Index is a market capitalization-weighted
   index based on the average weighted performance of 500 widely held common
   stocks. This index is unmanaged and its results include reinvested dividends
   and/ or distributions, but do not reflect sales charges, commissions, expenses
   or taxes.
4  Lipper Growth & Income Funds Index is an equally weighted index of funds that
   combine a growth-of-earnings orientation and an income requirement for level
   and/or rising dividends. The results of the underlying funds in the index
   include the reinvestment of dividends and capital gain distributions, as well
   as brokerage commissions paid by the funds for portfolio transactions, but do
   not reflect sales charges or taxes.

5  MSCI World Index is a free float-adjusted, market capitalization weighted
   index that is designed to measure equity market performance of developed
   markets. The index consists of 23 developed country indexes, including the
   United States. This index is unmanaged and its results include reinvested
   dividends and/or distributions, but do not reflect sales charges, commissions,
   expenses or taxes.
6  Reflects a fee waiver (2.02% without the waiver) as described in the Annual
   Fund Operating Expenses table under "Fees and expenses of the fund."


                                       3

                                             Fundamental Investors / Prospectus
<PAGE>

Fees and expenses of the fund

These tables describe the fees and expenses that you may pay if you buy and hold
shares of the fund.



 SHAREHOLDER FEES (PAID DIRECTLY FROM YOUR INVESTMENT)
                                               CLASS A    ALL R SHARE CLASSES
------------------------------------------------------------------------------

 Maximum initial sales charge on purchases      5.75%/*/         none
 (as a percentage of offering price)
------------------------------------------------------------------------------
 Maximum sales charge on reinvested dividends    none            none
------------------------------------------------------------------------------
 Maximum contingent deferred sales charge        none            none
------------------------------------------------------------------------------
 Redemption or exchange fees                     none            none



* The initial sales charge is reduced for purchases of $25,000 or more and
 eliminated for purchases of $1 million or more.




 ANNUAL FUND OPERATING EXPENSES (DEDUCTED FROM FUND ASSETS)
                                            CLASS  CLASS  CLASS  CLASS   CLASS
                                   CLASS A   R-1    R-2    R-3    R-4     R-5
-------------------------------------------------------------------------------

 Management fees/1/                 0.25%   0.25%  0.25%  0.25%  0.25%   0.25%
-------------------------------------------------------------------------------
 Distribution and/or service        0.24    1.00   0.75   0.50   0.25    none
 (12b-1) fees/2/
-------------------------------------------------------------------------------
 Other expenses/1/                  0.14    0.18   0.49   0.23   0.17    0.12
-------------------------------------------------------------------------------
 Total annual fund operating        0.63    1.43   1.49   0.98   0.67    0.37
 expenses/1/
-------------------------------------------------------------------------------



1  The fund's investment adviser waived a portion of its management fees from
   September 1, 2004, through December 31, 2008. In addition, the investment
   adviser paid a portion of the fund's transfer agent fees for certain R share
   classes. Management fees, other expenses and total annual fund operating
   expenses in the table do not reflect any waiver or reimbursement. Information
   regarding the effect of any waiver/reimbursement on total annual fund operating
   expenses can be found in the Financial Highlights table in this prospectus and
   in the fund's annual report.
2  Class A, R-1, R-2, R-3 and R-4 12b-1 fees may not exceed .25%, 1.00%, 1.00%,
   .75% and .50%, respectively, of the class's average net assets annually.


                                       4

Fundamental Investors / Prospectus


<PAGE>

OTHER EXPENSES

The "Other expenses" items in the table above include custodial, legal, transfer
agent and subtransfer agent/recordkeeping payments, as well as various other
expenses. Subtransfer agent/recordkeeping payments may be made to the fund's
investment adviser, affiliates of the adviser and unaffiliated third parties for
providing recordkeeping and other administrative services to retirement plans
invested in the fund in lieu of the transfer agent providing such services. The
amount paid for subtransfer agent/recordkeeping services will vary depending on
the share class selected and the entity receiving the payments. The table below
shows the maximum payments to entities providing services to retirement plans.



             PAYMENTS TO AFFILIATED ENTITIES       PAYMENTS TO UNAFFILIATED
                                                          ENTITIES
-------------------------------------------------------------------------------

 Class A            .05% of assets or                  .05% of assets or
             $12 per participant position/1/    $12 per participant position/1/
-------------------------------------------------------------------------------
 Class R-1           .10% of assets                     .10% of assets
-------------------------------------------------------------------------------
 Class R-2     .15% of assets plus $27 per              .25% of assets
             participant position/2/ or .35%
                      of assets/3/
-------------------------------------------------------------------------------
 Class R-3     .10% of assets plus $12 per              .15% of assets
             participant position/2/ or .19%
                      of assets/3/
 Class R-4           .10% of assets                     .10% of assets
-------------------------------------------------------------------------------
 Class R-5           .05% of assets                     .05% of assets
-------------------------------------------------------------------------------



1 Payment amount depends on the date upon which services commenced.
2 Payment with respect to Recordkeeper Direct/(R)/ program.
3 Payment with respect to PlanPremier/(R)/ program.

EXAMPLES

The examples below are intended to help you compare the cost of investing in the
fund with the cost of investing in other mutual funds. The examples assume that
you invest $10,000 in the fund for the time periods indicated, that your
investment has a 5% return each year, that all dividends and capital gain
distributions are reinvested, and that the fund's operating expenses remain the
same as shown above. The examples do not reflect the impact of any fee waivers
or expense reimbursements.

Although your actual costs may be higher or lower, based on these assumptions,
your cumulative estimated expenses would be:



                                1 YEAR  3 YEARS  5 YEARS   10 YEARS
--------------------------------------------------------------------

 Class A*                        $636    $765     $906      $1,316
--------------------------------------------------------------------
 Class R-1                        146     452      782       1,713
--------------------------------------------------------------------
 Class R-2                        152     471      813       1,779
--------------------------------------------------------------------
 Class R-3                        100     312      542       1,201
--------------------------------------------------------------------
 Class R-4                         68     214      373         835
--------------------------------------------------------------------
 Class R-5                         38     119      208         468
--------------------------------------------------------------------



* Reflects the maximum initial sales charge.


                                       5

                                             Fundamental Investors / Prospectus
<PAGE>

Investment objective, strategies and risks

The fund's investment objective is to achieve long-term growth of capital and
income. The fund invests primarily in common stocks or securities convertible
into common stocks and may invest significantly in securities of issuers
domiciled outside the United States and Canada and not included in the Standard
& Poor's 500 Composite Index.

The prices of, and the income generated by, securities held by the fund may
decline in response to certain events, including those directly involving the
companies whose securities are owned by the fund; conditions affecting the
general economy; overall market changes; local, regional or global political,
social or economic instability; and currency, interest rate and commodity price
fluctuations.

Investments in securities issued by entities based outside the United States may
be subject to the risks described above to a greater extent and may also be
affected by currency fluctuations and controls; different accounting, auditing,
financial reporting, and legal standards and practices in some countries;
expropriation; changes in tax policy; greater market volatility; differing
securities market structures; higher transaction costs; and various
administrative difficulties, such as delays in clearing and settling portfolio
transactions or in receiving payment of dividends. These risks may be heightened
in connection with investments in developing countries. Investments in
securities issued by entities domiciled in the United States may also be subject
to many of these risks.

The fund may also hold cash or money market instruments. The percentage of the
fund invested in such holdings varies and depends on various factors, including
market conditions and purchases and redemptions of fund shares. A larger
percentage of such holdings could moderate the fund's investment results in a
period of rising market prices.

A larger percentage of cash or money market instruments could reduce the
magnitude of the fund's loss in a period of falling market prices and provide
liquidity to make additional investments or to meet redemptions.

The fund relies on the professional judgment of its investment adviser to make
decisions about the fund's portfolio investments. The basic investment
philosophy of the investment adviser is to seek to invest in attractively valued
companies that, in its opinion, represent above-average, long-term investment
opportunities. The investment adviser believes that an important way to
accomplish this is through fundamental analysis, which may include meeting with
company executives and employees, suppliers, customers and competitors.
Securities may be sold when the investment adviser believes that they no longer
represent relatively attractive investment opportunities.


                                       6

Fundamental Investors / Prospectus


<PAGE>

OTHER IMPORTANT INVESTMENT PRACTICES

In addition to the principal investment strategies described above, the fund has
other investment practices that are described in this prospectus and in the
statement of additional information.

The fund may invest to a limited extent in lower quality debt securities rated
Ba1 and BB+ or below or unrated but determined by the investment adviser to be
of equivalent quality. The prices of debt securities fluctuate depending on such
factors as changing interest rates, effective maturities and credit ratings. For
example, their prices generally decline when interest rates rise and vice versa.
Lower quality or longer maturity debt securities generally have higher rates of
interest and may be subject to greater price fluctuations than higher quality or
shorter maturity debt securities.

ADDITIONAL INVESTMENT RESULTS

Unlike the Investment Results table on page 3, the table on page 8 reflects the
fund's results calculated without a sales charge.


                                       7

                                             Fundamental Investors / Prospectus
<PAGE>




 ADDITIONAL INVESTMENT RESULTS (WITHOUT A SALES CHARGE)
 AVERAGE ANNUAL TOTAL RETURNS FOR PERIODS ENDED DECEMBER 31, 2008:

                                1 YEAR   5 YEARS  10 YEARS   LIFETIME/1/
-------------------------------------------------------------------------

 CLASS A -- FROM 8/1/78         -39.70%   0.76%    2.90%       11.85%






                                  1 YEAR   5 YEARS   LIFETIME/1/
-----------------------------------------------------------------

 CLASS R-1 -- FIRST SOLD 6/19/02  -40.16%  -0.08%       1.78%
 CLASS R-2 -- FIRST SOLD 5/21/02  -40.19   -0.07        0.99
 CLASS R-3 -- FIRST SOLD 6/4/02   -39.89    0.38        1.86
 CLASS R-4 -- FIRST SOLD 7/25/02  -39.70    0.71        5.54
 CLASS R-5 -- FIRST SOLD 5/15/02  -39.53    1.00        1.94






                            1 YEAR     5 YEARS     10 YEARS      LIFETIME/2/
-------------------------------------------------------------------------------

 INDEXES
 S&P 500/3/                -36.99%      -2.19%      -1.38%          10.74%
 Lipper Growth & Income    -37.54       -2.12       -0.24           10.04
Funds Index/4/
 MSCI World Index/5/       -40.33        0.00       -0.19            9.78
 Class A distribution rate at December 31, 2008: 2.30%/6/
 (For current distribution rate information, please call American FundsLine
at 800/325-3590.)




1  Lifetime results for Class A shares are measured from August 1, 1978, when
   Capital Research and Management Company became the fund's investment adviser.
   Lifetime results for other share classes are measured from the date the share
   class was first sold.
2  Lifetime results for the index(es) shown are measured from the date Capital
   Research and Management Company became the fund's investment adviser. The funds
   or securities that compose each index may vary over time.

3  Standard & Poor's 500 Composite Index is a market capitalization-weighted
   index based on the average weighted performance of 500 widely held common
   stocks. This index is unmanaged and its results include reinvested dividends
   and/ or distributions, but do not reflect sales charges, commissions, expenses
   or taxes.
4  Lipper Growth & Income Funds Index is an equally weighted index of funds that
   combine a growth-of-earnings orientation and an income requirement for level
   and/or rising dividends. The results of the underlying funds in the index
   include the reinvestment of dividends and capital gain distributions, as well
   as brokerage commissions paid by the funds for portfolio transactions, but do
   not reflect sales charges or taxes.

5  MSCI World Index is a free float-adjusted, market capitalization weighted
   index that is designed to measure equity market performance of developed
   markets. The index consists of 23 developed country indexes, including the
   United States. This index is unmanaged and its results include reinvested
   dividends and/or distributions, but do not reflect sales charges, commissions,
   expenses or taxes.
6  The distribution rate is based on actual dividends paid to Class A
   shareholders over a 12-month period. Capital gain distributions, if any, are
   added back to net asset value to determine the rate.


                                       8

Fundamental Investors / Prospectus


<PAGE>


[begin pie chart]

INDUSTRY SECTOR DIVERSIFICATION AS OF DECEMBER 31, 2008 (PERCENT OF NET ASSETS)

Health care	                                           11.87%
Industrials  	                                           12.24%
Information technology                                     17.61%
Energy                                                     10.54%
Financials                                                  7.58%
Other industries	                                   28.19%
Bonds & notes                                               0.15%
Short-term securities & other assets less liabilities	   11.82%

[end pie chart]





PERCENT INVESTED BY COUNTRY AS OF DECEMBER 31, 2008     PERCENT OF NET ASSETS
-------------------------------------------------------------------------------

United States                                                   65.0%
-------------------------------------------------------------------------------
Euro zone*                                                       9.1
-------------------------------------------------------------------------------
Canada                                                           3.9
-------------------------------------------------------------------------------
Japan                                                            1.7
-------------------------------------------------------------------------------
Switzerland                                                      3.4
-------------------------------------------------------------------------------
United Kingdom                                                   2.5
-------------------------------------------------------------------------------
Other countries                                                  2.4
-------------------------------------------------------------------------------
Bonds, short-term securities & other assets less                12.0
liabilities
-------------------------------------------------------------------------------




* Countries using the euro as a common currency; those represented in the fund's
 portfolio are Finland, France, Germany, Ireland, Italy and the Netherlands.

Because the fund is actively managed, its holdings will change over time.

For updated information on the fund's portfolio holdings, please visit us at
americanfunds.com.


                                       9

                                             Fundamental Investors / Prospectus
<PAGE>

Management and organization

INVESTMENT ADVISER

Capital Research and Management Company, an experienced investment management
organization founded in 1931, serves as investment adviser to the fund and other
funds, including the American Funds. Capital Research and Management Company is
a wholly owned subsidiary of The Capital Group Companies, Inc. and is located at
333 South Hope Street, Los Angeles, California 90071, and 6455 Irvine Center
Drive, Irvine, California 92618. Capital Research and Management Company manages
the investment portfolio and business affairs of the fund. The total management
fee paid by the fund, as a percentage of average net assets, for the previous
fiscal year appears in the Annual Fund Operating Expenses table under "Fees and
expenses of the fund." A discussion regarding the basis for the approval of the
fund's investment advisory and service agreement by the fund's board of
directors is contained in the fund's annual report to shareholders for the
fiscal year ended December 31, 2008.

Capital Research and Management Company manages equity assets through two
investment divisions, Capital World Investors and Capital Research Global
Investors, and manages fixed-income assets through its Fixed Income division.
Capital World Investors and Capital Research Global Investors make investment
decisions on an independent basis.

Rather than remain as investment divisions, Capital World Investors and Capital
Research Global Investors may be incorporated into wholly owned subsidiaries of
Capital Research and Management Company. In that event, Capital Research and
Management Company would continue to be the investment adviser, and day-to-day
investment management of equity assets would continue to be carried out through
one or both of these subsidiaries. Capital Research and Management Company and
the funds it advises have applied to the Securities and Exchange Commission for
an exemptive order that would give Capital Research and Management Company the
authority to use, upon approval of the funds' boards, its management
subsidiaries and affiliates to provide day-to-day investment management services
to the funds, including making changes to the management subsidiaries and
affiliates providing such services. Approval by the funds' shareholders would be
required before any authority granted under an exemptive order could be
exercised. There is no assurance that Capital Research and Management Company
will incorporate its investment divisions or seek a shareholder vote to exercise
any authority, if granted, under an exemptive order.

EXECUTION OF PORTFOLIO TRANSACTIONS

The investment adviser places orders with broker-dealers for the fund's
portfolio transactions. In selecting broker-dealers, the investment adviser
strives to obtain "best execution" (the most favorable total price reasonably
attainable under the circumstances) for the fund's


                                       10

Fundamental Investors / Prospectus


<PAGE>

portfolio transactions, taking into account a variety of factors. Subject to
best execution, the investment adviser may consider investment research and/or
brokerage services provided to the adviser in placing orders for the fund's
portfolio transactions. The investment adviser may place orders for the fund's
portfolio transactions with broker-dealers who have sold shares of funds managed
by the investment adviser or its affiliated companies; however, it does not give
consideration to whether a broker-dealer has sold shares of the funds managed by
the investment adviser or its affiliated companies when placing any such orders
for the fund's portfolio transactions. A more detailed description of the
investment adviser's policies is included in the fund's statement of additional
information.

PORTFOLIO HOLDINGS

Portfolio holdings information for the fund is available on the American Funds
website at americanfunds.com. To reach this information, access the fund's
detailed information page on the website. A list of the fund's top 10 equity
holdings, updated as of each month-end, is generally posted to this page within
14 days after the end of the applicable month. A link to the fund's complete
list of publicly disclosed portfolio holdings, updated as of each calendar
quarter-end, is generally posted to this page within 45 days after the end of
the applicable quarter. Both lists remain available on the website until new
information for the next month or quarter is posted. Portfolio holdings
information for the fund is also contained in reports filed with the Securities
and Exchange Commission.

A description of the fund's policies and procedures regarding disclosure of
information about its portfolio holdings is available in the statement of
additional information.

MULTIPLE PORTFOLIO COUNSELOR SYSTEM

Capital Research and Management Company uses a system of multiple portfolio
counselors in managing mutual fund assets. Under this approach, the portfolio of
a fund is divided into segments managed by individual counselors who decide how
their respective segments will be invested. In addition, Capital Research and
Management Company's investment analysts may make investment decisions with
respect to a portion of a fund's portfolio. Investment decisions are subject to
a fund's objective(s), policies and restrictions and the oversight of the
appropriate investment-related committees of Capital Research and Management
Company and its investment divisions.


                                       11

                                             Fundamental Investors / Prospectus
<PAGE>

The primary individual portfolio counselors for Fundamental Investors are:




                                              PRIMARY TITLE WITH             PORTFOLIO
                             PORTFOLIO        INVESTMENT ADVISER             COUNSELOR
 PORTFOLIO COUNSELOR/        COUNSELOR        (OR AFFILIATE)                 ROLE IN
 FUND TITLE                  EXPERIENCE       AND INVESTMENT                 MANAGEMENT
 (IF APPLICABLE)            IN THIS FUND      EXPERIENCE                     OF THE FUND
--------------------------------------------------------------------------------------------------

 DINA N. PERRY                16 years        Senior Vice President -       Serves as an equity
 President and Director   (plus 1 year of     Capital World Investors       portfolio counselor
                          prior experience
                               as an          Investment professional for
                         investment analyst   31 years in total;
                           for the fund)      17 years with Capital
                                              Research and Management
                                              Company or affiliate
--------------------------------------------------------------------------------------------------
 MICHAEL T. KERR              10 years        Senior Vice President -       Serves as an equity
 Senior Vice President    (plus 5 years of    Capital World Investors       portfolio counselor
                          prior experience
                               as an          Investment professional for
                         investment analyst   26 years in total;
                           for the fund)      24 years with Capital
                                              Research and Management
                                              Company or affiliate
--------------------------------------------------------------------------------------------------
 RONALD B. MORROW             6 years         Senior Vice President -       Serves as an equity
 Vice President           (plus 5 years of    Capital World Investors       portfolio counselor
                          prior experience
                               as an          Investment professional for
                         investment analyst   41 years in total;
                           for the fund)      12 years with Capital
                                              Research and Management
                                              Company or affiliate
--------------------------------------------------------------------------------------------------
 JAMES E. DRASDO              25 years        Senior Vice President -       Serves as an equity
                          (plus 6 years of    Capital World Investors       portfolio counselor
                          prior experience
                               as an          Investment professional for
                         investment analyst   37 years in total;
                           for the fund)      32 years with Capital
                                              Research and Management
                                              Company or affiliate
--------------------------------------------------------------------------------------------------
 BRADY L. ENRIGHT             3 years         Senior Vice President -       Serves as an equity
                                              Capital World Investors       portfolio counselor

                                              Investment professional for
                                              17 years in total;
                                              12 years with Capital
                                              Research and Management
                                              Company or affiliate
--------------------------------------------------------------------------------------------------




Information regarding the portfolio counselors' compensation, their ownership of
securities in the fund and other accounts they manage can be found in the
statement of additional information.


                                       12

Fundamental Investors / Prospectus


<PAGE>

CERTAIN PRIVILEGES AND/OR SERVICES DESCRIBED ON THE FOLLOWING PAGES OF THIS
PROSPECTUS AND IN THE STATEMENT OF ADDITIONAL INFORMATION MAY NOT BE AVAILABLE
TO YOU DEPENDING ON YOUR INVESTMENT DEALER OR RETIREMENT PLAN RECORDKEEPER.
PLEASE SEE YOUR FINANCIAL ADVISER, INVESTMENT DEALER OR PLAN RECORDKEEPER FOR
MORE INFORMATION.


                                       13

                                             Fundamental Investors / Prospectus
<PAGE>

Purchase, exchange and sale of shares

AMERICAN FUNDS SERVICE COMPANY, THE FUND'S TRANSFER AGENT, ON BEHALF OF THE FUND
AND AMERICAN FUNDS DISTRIBUTORS,/(R)/ THE FUND'S DISTRIBUTOR, IS REQUIRED BY
LAW TO OBTAIN CERTAIN PERSONAL INFORMATION FROM YOU OR ANY OTHER PERSON(S)
ACTING ON YOUR BEHALF IN ORDER TO VERIFY YOUR OR SUCH PERSON'S IDENTITY. IF YOU
DO NOT PROVIDE THE INFORMATION, THE TRANSFER AGENT MAY NOT BE ABLE TO OPEN YOUR
ACCOUNT. IF THE TRANSFER AGENT IS UNABLE TO VERIFY YOUR IDENTITY OR THAT OF ANY
OTHER PERSON(S) AUTHORIZED TO ACT ON YOUR BEHALF, OR BELIEVES IT HAS IDENTIFIED
POTENTIALLY CRIMINAL ACTIVITY, THE FUND AND AMERICAN FUNDS DISTRIBUTORS RESERVE
THE RIGHT TO CLOSE YOUR ACCOUNT OR TAKE SUCH OTHER ACTION THEY DEEM REASONABLE
OR REQUIRED BY LAW.

PURCHASES AND EXCHANGES

Eligible retirement plans generally may open an account and purchase Class A or
R shares by contacting any investment dealer (who may impose transaction charges
in addition to those described in this prospectus) authorized to sell the fund's
shares. Some or all R share classes may not be available through certain
investment dealers. Additional shares may be purchased through a plan's
administrator or recordkeeper.

Class A shares are generally not available for retirement plans using the
PlanPremier or Recordkeeper Direct recordkeeping programs.

Class R shares generally are available only to 401(k) plans, 457 plans, 403(b)
plans, profit-sharing and money purchase pension plans, defined benefit plans
and nonqualified deferred compensation plans. Class R shares also are generally
available only to retirement plans where plan level or omnibus accounts are held
on the books of the fund. Class R-5 shares generally are available only to
retirement plans with $1 million or more in plan assets. In addition, Class R-5
shares are available for investment by American Funds Target Date Retirement
Series/(R)/ and other registered investment companies approved by the fund.
Class R shares generally are not available to retail nonretirement accounts,
traditional and Roth individual retirement accounts (IRAs), Coverdell Education
Savings Accounts, SEPs, SARSEPs, SIMPLE IRAs and 529 college savings plans.

Shares of the fund offered through this prospectus generally may be exchanged
into shares of the same class of other American Funds. Exchanges of Class A
shares from American Funds money market funds purchased without a sales charge
generally will be subject to the appropriate sales charge.

FREQUENT TRADING OF FUND SHARES

The fund and American Funds Distributors reserve the right to reject any
purchase order for any reason. The fund is not designed to serve as a vehicle
for frequent trading. Frequent trading of fund shares may lead to increased
costs to the fund and less efficient management of the fund's portfolio,
potentially resulting in dilution of the value of the shares held by long-term
shareholders. Accordingly, purchases, including those that are part of


                                       14

Fundamental Investors / Prospectus


<PAGE>


exchange activity that the fund or American Funds Distributors has determined
could involve actual or potential harm to the fund, may be rejected.

The fund, through its transfer agent, American Funds Service Company, maintains
surveillance procedures that are designed to detect frequent trading in fund
shares. Under these procedures, various analytics are used to evaluate factors
that may be indicative of frequent trading. For example, transactions in fund
shares that exceed certain monetary thresholds may be scrutinized. American
Funds Service Company also may review transactions that occur close in time to
other transactions in the same account or in multiple accounts under common
ownership or influence. Trading activity that is identified through these
procedures or as a result of any other information available to the fund will be
evaluated to determine whether such activity might constitute frequent trading.
These procedures may be modified from time to time as appropriate to improve the
detection of frequent trading, to facilitate monitoring for frequent trading in
particular retirement plans or other accounts, and to comply with applicable
laws.

In addition to the fund's broad ability to restrict potentially harmful trading
as described above, the fund's board of directors has adopted a "purchase
blocking policy" under which any shareholder redeeming shares having a value of
$5,000 or more from the fund will be precluded from investing in the fund for 30
calendar days after the redemption transaction. This policy also applies to
redemptions and investments that are part of exchange transactions. Under the
fund's purchase blocking policy, certain purchases will not be prevented and
certain redemptions will not trigger a purchase block, such as: systematic
redemptions and purchases where the entity maintaining the shareholder account
is able to identify the transaction as a systematic redemption or purchase;
purchases and redemptions of shares having a value of less than $5,000;
transactions in Class 529 shares; purchases and redemptions resulting from
reallocations by American Funds Target Date Retirement Series; retirement plan
contributions, loans and distributions (including hardship withdrawals)
identified as such on the retirement plan recordkeeper's system; and purchase
transactions involving transfers of assets, rollovers, Roth IRA conversions and
IRA recharacterizations, where the entity maintaining the shareholder account is
able to identify the transaction as one of these types of transactions.

The fund reserves the right to waive the purchase blocking policy with respect
to specific shareholder accounts in those instances where American Funds Service
Company determines that its surveillance procedures are adequate to detect
frequent trading in fund shares.

American Funds Service Company will work with certain intermediaries (such as
investment dealers holding shareholder accounts in street name, retirement plan
recordkeepers, insurance company separate accounts and bank trust companies) to
apply their own procedures, provided that American Funds Service Company
believes the intermediary's procedures are reasonably designed to enforce the
frequent trading policies of


                                       15

                                             Fundamental Investors / Prospectus
<PAGE>

the fund. You should refer to disclosures provided by the intermediaries with
which you have an account to determine the specific trading restrictions that
apply to you.

If American Funds Service Company identifies any activity that may constitute
frequent trading, it reserves the right to contact the intermediary and request
that the intermediary either provide information regarding an account owner's
transactions or restrict the account owner's trading. If American Funds Service
Company is not satisfied that the intermediary has taken appropriate action,
American Funds Service Company may terminate the intermediary's ability to
transact in fund shares.

There is no guarantee that all instances of frequent trading in fund shares will
be prevented.

NOTWITHSTANDING THE FUND'S SURVEILLANCE PROCEDURES AND PURCHASE BLOCKING POLICY,
ALL TRANSACTIONS IN FUND SHARES REMAIN SUBJECT TO THE FUND'S AND AMERICAN FUNDS
DISTRIBUTORS' RIGHT TO RESTRICT POTENTIALLY ABUSIVE TRADING GENERALLY (INCLUDING
THE TYPES OF TRANSACTIONS DESCRIBED ABOVE THAT WILL NOT BE PREVENTED OR TRIGGER
A BLOCK UNDER THE PURCHASE BLOCKING POLICY). SEE THE STATEMENT OF ADDITIONAL
INFORMATION FOR MORE INFORMATION ABOUT HOW AMERICAN FUNDS SERVICE COMPANY MAY
ADDRESS OTHER POTENTIALLY ABUSIVE TRADING ACTIVITY IN THE AMERICAN FUNDS.

SALES

Please contact your plan administrator or recordkeeper in order to sell shares
from your retirement plan.

If you notify American Funds Service Company, you may reinvest proceeds from a
redemption, dividend payment or capital gain distribution without a sales charge
in the same fund or other American Funds provided that the reinvestment occurs
within 90 days after the date of the redemption or distribution and is made into
the same account from which you redeemed the shares or received the
distribution. If the account has been closed, you may reinvest without a sales
charge if the new receiving account has the same registration as the closed
account. Proceeds will be reinvested in the same share class from which the
original redemption or distribution was made. Redemption proceeds of Class A
shares representing direct purchases in American Funds money market funds that
are reinvested in non-money market American Funds will be subject to a sales
charge. Proceeds will be reinvested at the next calculated net asset value after
your request is received and accepted by American Funds Service Company. For
purposes of this "right of reinvestment policy," automatic transactions
(including, for example, automatic purchases, withdrawals and payroll
deductions) and ongoing retirement plan contributions are not eligible for
investment without a sales charge. See the statement of additional information
for further information. You may not reinvest proceeds in the American Funds as
described in this paragraph if such proceeds are subject to a purchase block as
described under "Frequent trading of fund shares" in this prospectus. This
paragraph does not apply to certain rollover investments as described under
"Rollovers from retirement plans to IRAs" in this prospectus.


                                       16

Fundamental Investors / Prospectus


<PAGE>

VALUING SHARES

The net asset value of each share class of the fund is the value of a single
share. The fund calculates the net asset value each day the New York Stock
Exchange is open for trading as of approximately 4 p.m. New York time, the
normal close of regular trading. Assets are valued primarily on the basis of
market quotations. However, the fund has adopted procedures for making "fair
value" determinations if market quotations are not readily available or are not
considered reliable. For example, if events occur between the close of markets
outside the United States and the close of regular trading on the New York Stock
Exchange that, in the opinion of the investment adviser, materially affect the
value of any of the fund's securities that principally trade in those
international markets, those securities will be valued in accordance with fair
value procedures. Use of these procedures is intended to result in more
appropriate net asset values. In addition, such use will reduce, if not
eliminate, potential arbitrage opportunities otherwise available to short-term
investors.

Because the fund may hold securities that are primarily listed on foreign
exchanges that trade on weekends or days when the fund does not price its
shares, the value of securities held in the fund may change on days when you
will not be able to purchase or redeem fund shares.

Your shares will be purchased at the net asset value (plus any applicable sales
charge in the case of Class A shares) or sold at the net asset value next
determined after American Funds Service Company receives and accepts your
request.

MOVING BETWEEN SHARE CLASSES AND ACCOUNTS

Please see the statement of additional information for details and limitations
on moving investments in certain share classes to different share classes, and
on moving investments held in certain accounts to different accounts.

Sales charges

CLASS A SHARES

The initial sales charge you pay each time you buy Class A shares differs
depending upon the amount you invest and may be reduced or eliminated for larger
purchases as indicated below. The "offering price," the price you pay to buy
shares, includes any applicable sales charge, which will be deducted directly
from your investment. Shares acquired through reinvestment of dividends or
capital gain distributions are not subject to an initial sales charge.


                                       17

                                             Fundamental Investors / Prospectus
<PAGE>



                              SALES CHARGE AS A
                                         PERCENTAGE OF:
                                                                 DEALER
                                                   NET         COMMISSION
                                       OFFERING   AMOUNT     AS A PERCENTAGE
 INVESTMENT                             PRICE    INVESTED   OF OFFERING PRICE
------------------------------------------------------------------------------

 Less than $25,000                      5.75%     6.10%           5.00%
------------------------------------------------------------------------------
 $25,000 but less than $50,000          5.00      5.26            4.25
------------------------------------------------------------------------------
 $50,000 but less than $100,000         4.50      4.71            3.75
------------------------------------------------------------------------------
 $100,000 but less than $250,000        3.50      3.63            2.75
------------------------------------------------------------------------------
 $250,000 but less than $500,000        2.50      2.56            2.00
------------------------------------------------------------------------------
 $500,000 but less than $750,000        2.00      2.04            1.60
------------------------------------------------------------------------------
 $750,000 but less than $1 million      1.50      1.52            1.20
------------------------------------------------------------------------------
 $1 million or more and certain other   none      none      see below
 investments described below
------------------------------------------------------------------------------



The sales charge, expressed as a percentage of the offering price or the net
amount invested, may be higher or lower than the percentages described in the
table above due to rounding. This is because the dollar amount of the sales
charge is determined by subtracting the net asset value of the shares purchased
from the offering price, which is calculated to two decimal places using
standard rounding criteria. The impact of rounding will vary with the size of
the investment and the net asset value of the shares.

CLASS A PURCHASES NOT SUBJECT TO SALES CHARGES

The following investments are not subject to any initial or contingent deferred
sales charge if American Funds Service Company is properly notified of the
nature of the investment:

. investments made by accounts that are part of certain qualified fee-based
  programs and that purchased Class A shares before the discontinuation of your
  investment dealer's load-waived Class A share program with the American Funds;
  and

. certain rollover investments from retirement plans to IRAs (see "Rollovers
  from retirement plans to IRAs" in this prospectus for more information).

The distributor may pay dealers up to 1% on investments made in Class A shares
with no initial sales charge. The fund may reimburse the distributor for these
payments through its plans of distribution (see "Plans of distribution" in this
prospectus).

Certain other investors may qualify to purchase shares without a sales charge,
such as employees of investment dealers and registered investment advisers
authorized to sell American Funds, and employees of The Capital Group Companies.
Please see the statement of additional information for more information.


                                       18

Fundamental Investors / Prospectus


<PAGE>

 EMPLOYER-SPONSORED RETIREMENT PLANS

 Employer-sponsored retirement plans that are eligible to purchase Class R
 shares may instead purchase Class A shares and pay the applicable Class A sales
 charge, provided their recordkeepers can properly apply a sales charge on plan
 investments. These plans are not eligible to make initial purchases of $1
 million or more in Class A shares and thereby invest in Class A shares without
 a sales charge, nor are they eligible to establish a statement of intention
 that qualifies them to purchase Class A shares without a sales charge. More
 information about statements of intention can be found under "Sales charge
 reductions" in this prospectus. Plans investing in Class A shares with a sales
 charge may purchase additional Class A shares in accordance with the sales
 charge table in this prospectus.

 Employer-sponsored retirement plans that invested in Class A shares without any
 sales charge on or before March 31, 2004, and that continue to meet the
 eligibility requirements in effect as of that date for purchasing Class A
 shares at net asset value, may continue to purchase Class A shares without any
 initial or contingent deferred sales charge.

 A 403(b) plan may not invest in Class A, B or C shares on or after January 1,
 2009, unless such plan was invested in Class A, B or C shares prior to that
 date.

CLASS R SHARES

Class R shares are sold without any initial or contingent deferred sales charge.
The distributor will pay dealers annually an asset-based compensation of up to
1.00% for sales of Class R-1 shares, up to .75% for Class R-2 shares, up to .50%
for Class R-3 shares and up to .25% for Class R-4 shares. No dealer compensation
is paid on sales of Class R-5 shares. The fund may reimburse the distributor for
these payments through its plans of distribution (see "Plans of distribution" in
this prospectus).

Sales charge reductions

TO RECEIVE A REDUCTION IN YOUR CLASS A INITIAL SALES CHARGE, YOU MUST LET YOUR
FINANCIAL ADVISER OR AMERICAN FUNDS SERVICE COMPANY KNOW AT THE TIME YOU
PURCHASE SHARES THAT YOU QUALIFY FOR SUCH A REDUCTION. IF YOU DO NOT LET YOUR
ADVISER OR AMERICAN FUNDS SERVICE COMPANY KNOW THAT YOU ARE ELIGIBLE FOR A
REDUCTION, YOU MAY NOT RECEIVE A SALES CHARGE DISCOUNT TO WHICH YOU ARE
OTHERWISE ENTITLED. In order to determine your eligibility to receive a sales
charge discount, it may be necessary for you to provide your adviser or American
Funds Service Company with information and records (including account
statements) of all relevant accounts invested in the American Funds.

IN ADDITION TO THE INFORMATION IN THIS PROSPECTUS, YOU MAY OBTAIN MORE
INFORMATION ABOUT SHARE CLASSES, SALES CHARGES AND SALES CHARGE REDUCTIONS
THROUGH A LINK ON THE HOME


                                       19

                                             Fundamental Investors / Prospectus
<PAGE>

PAGE OF THE AMERICAN FUNDS WEBSITE AT AMERICANFUNDS.COM, FROM THE STATEMENT OF
ADDITIONAL INFORMATION OR FROM YOUR FINANCIAL ADVISER.

REDUCING YOUR CLASS A INITIAL SALES CHARGE

Consistent with the policies described in this prospectus, two or more
retirement plans of an employer or employer's affiliates may combine all of
their American Funds investments to reduce their Class A sales charge. Certain
investments in the American Funds Target Date Retirement Series may also be
combined for this purpose. Please see the American Funds Target Date Retirement
Series prospectus for further information. However, for this purpose,
investments representing direct purchases of American Funds money market funds
are excluded. Following are different ways that you may qualify for a reduced
Class A sales charge:

 CONCURRENT PURCHASES

 Simultaneous purchases of any class of shares of two or more American Funds
 (excluding American Funds money market funds) may be combined to qualify for a
 reduced Class A sales charge.

 RIGHTS OF ACCUMULATION

 You may take into account your accumulated holdings in all share classes of the
 American Funds (excluding American Funds money market funds) to determine the
 initial sales charge you pay on each purchase of Class A shares. Subject to
 your investment dealer's or recordkeeper's capabilities, your accumulated
 holdings will be calculated as the higher of (a) the current value of your
 existing holdings or (b) the amount you invested (including reinvested
 dividends and capital gains, but excluding capital appreciation) less any
 withdrawals. Please see the statement of additional information for details.
 You should retain any records necessary to substantiate the historical amounts
 you have invested.

 STATEMENT OF INTENTION

 You may reduce your Class A sales charge by establishing a statement of
 intention. A statement of intention allows you to combine all purchases of all
 share classes of the American Funds (excluding American Funds money market
 funds) you intend to make over a 13-month period to determine the applicable
 sales charge; however, purchases made under a right of reinvestment,
 appreciation of your holdings, and reinvested dividends and capital gains do
 not count as purchases made during the statement period. The market value of
 your existing holdings eligible to be aggregated as of the day immediately
 before the start of the statement period may be credited toward satisfying the
 statement. A portion of your account may be held in escrow to cover additional
 Class A sales charges that may be due if your total purchases over the
 statement period do not qualify you for the applicable sales charge reduction.
 Employer-sponsored retirement


                                       20

Fundamental Investors / Prospectus


<PAGE>


 plans may be restricted from establishing statements of intention. See "Sales
 charges" in this prospectus for more information.

RIGHT OF REINVESTMENT

Please see the "Sales" section of "Purchase, exchange and sale of shares" in
this prospectus for information on how to reinvest proceeds from a redemption,
dividend payment or capital gain distribution without a sales charge.

Rollovers from retirement plans to IRAs

Assets from retirement plans may be invested in Class A, B, C or F shares
through an IRA rollover, subject to the other provisions of this prospectus and
the prospectus for nonretirement plan shareholders. More information on Class B,
C and F shares can be found in the fund's prospectus for nonretirement plan
shareholders. Rollovers invested in Class A shares from retirement plans will be
subject to applicable sales charges. The following rollovers to Class A shares
will be made without a sales charge:

. rollovers to IRAs from 403(b) plans with Capital Bank and Trust Company as
  custodian; and

. rollovers to IRAs that are attributable to American Funds investments, if they
  meet the following requirements:

 -- the assets being rolled over were invested in American Funds at the time of
    distribution; and

 -- the rolled over assets are contributed to an American Funds IRA with Capital
    Bank and Trust Company as custodian.

IRA rollover assets that roll over without a sales charge as described above
will not be subject to a contingent deferred sales charge and investment dealers
will be compensated solely with an annual service fee that begins to accrue
immediately. IRA rollover assets invested in Class A shares that are not
attributable to American Funds investments, as well as future contributions to
the IRA, will be subject to sales charges and the terms and conditions generally
applicable to Class A share investments as described in this prospectus and the
statement of additional information.

Plans of distribution

The fund has plans of distribution or "12b-1 plans" for certain share classes,
under which it may finance activities primarily intended to sell shares,
provided the categories of expenses are approved in advance by the fund's board
of directors. The plans provide for payments, based on annualized percentages of
average daily net assets, of up to .25% for Class A shares, up to 1.00% for
Class R-1 and R-2 shares, up to .75% for Class R-3 shares and up to .50% for
Class R-4 shares. For all share classes indicated above, up to


                                       21

                                             Fundamental Investors / Prospectus
<PAGE>


.25% of these expenses may be used to pay service fees to qualified dealers for
providing certain shareholder services. The amount remaining for each share
class may be used for distribution expenses.

The 12b-1 fees paid by the fund, as a percentage of average net assets for the
previous fiscal year, are indicated in the Annual Fund Operating Expenses table
under "Fees and expenses of the fund" in this prospectus. Since these fees are
paid out of the fund's assets or income on an ongoing basis, over time they will
increase the cost and reduce the return of your investment.

Other compensation to dealers

American Funds Distributors, at its expense, currently provides additional
compensation to investment dealers. These payments may be made, at the
discretion of American Funds Distributors, to the top 100 dealers (or their
affiliates) that have sold shares of the American Funds. The level of payments
made to a qualifying firm in any given year will vary and in no case would
exceed the sum of (a) .10% of the previous year's American Funds sales by that
dealer and (b) .02% of American Funds assets attributable to that dealer. For
calendar year 2008, aggregate payments made by American Funds Distributors to
dealers were less than .02% of the average assets of the American Funds.
Aggregate payments may also change from year to year. A number of factors will
be considered in determining payments, including the qualifying dealer's sales,
assets and redemption rates, and the quality of the dealer's relationship with
American Funds Distributors. American Funds Distributors makes these payments to
help defray the costs incurred by qualifying dealers in connection with efforts
to educate financial advisers about the American Funds so that they can make
recommendations and provide services that are suitable and meet shareholder
needs. American Funds Distributors will, on an annual basis, determine the
advisability of continuing these payments. American Funds Distributors may also
pay expenses associated with meetings conducted by dealers outside the top 100
firms to facilitate educating financial advisers and shareholders about the
American Funds. If investment advisers, distributors or other affiliates of
mutual funds pay additional compensation or other incentives in differing
amounts, dealer firms and their advisers may have financial incentives for
recommending a particular mutual fund over other mutual funds. You should
consult with your financial adviser and review carefully any disclosure by your
financial adviser's firm as to compensation received.


                                       22

Fundamental Investors / Prospectus


<PAGE>

Distributions and taxes

DIVIDENDS AND DISTRIBUTIONS

The fund intends to distribute dividends to shareholders, usually in February,
May, August and December.

Capital gains, if any, are usually distributed in December and February. When a
dividend or capital gain is distributed, the net asset value per share is
reduced by the amount of the payment.

All dividends and capital gain distributions paid to retirement plan
shareholders will be automatically reinvested.

TAXES ON DIVIDENDS AND DISTRIBUTIONS

Dividends and capital gains distributed by the fund to tax-deferred retirement
plan accounts are not taxable currently.

TAXES ON TRANSACTIONS

Exchanges within a tax-deferred retirement plan account will not result in a
capital gain or loss for federal or state income tax purposes. With limited
exceptions, distributions from a retirement plan account are taxable as ordinary
income.

PLEASE SEE YOUR TAX ADVISER FOR MORE INFORMATION.


                                       23

                                             Fundamental Investors / Prospectus
<PAGE>





Financial highlights

The Financial Highlights table is intended to help you understand the fund's
results for the past five fiscal years. Certain information reflects financial
results for a single share of a particular class. The total returns in the table
represent the rate that an investor would have earned or lost on an investment
in the fund (assuming reinvestment of all dividends and capital gain
distributions). Where indicated, figures in the table reflect the impact, if
any, of certain reimbursements/waivers from Capital Research and Management
Company. For more information about these reimbursements/waivers, see the
footnotes to the Annual Fund Operating Expenses table under "Fees and expenses
of the fund" in this prospectus and the fund's annual report. The information in
the Financial Highlights table has been audited by Deloitte & Touche LLP, whose
report, along with the fund's financial statements, is included in the statement
of additional information, which is available upon request.





                                    (LOSS) INCOME FROM INVESTMENT OPERATIONS/1/         DIVIDENDS AND DISTRIBUTIONS



                                                   Net (losses)
                                                     gains on
                           Net                      securities
                          asset                        (both                      Dividends   Distributions      Total
                         value,         Net          realized       Total from    (from net       (from        dividends
                        beginning   investment          and         investment    investment     capital          and
                         of year     income/2/      unrealized)     operations     income)       gains)      distributions
----------------------------------------------------------------------------------------------------------------------------

CLASS A:
Year ended 12/31/2008    $42.45        $ .60         $(17.23)        $(16.63)      $ (.58)       $ (.26)        $ (.84)
Year ended 12/31/2007     40.05         1.03            4.39            5.42         (.95)        (2.07)         (3.02)
Year ended 12/31/2006     35.40          .62            6.16            6.78         (.56)        (1.57)         (2.13)
Year ended 12/31/2005     32.25          .58            3.16            3.74         (.59)           --           (.59)
Year ended 12/31/2004     28.85          .61            3.35            3.96         (.56)           --           (.56)
----------------------------------------------------------------------------------------------------------------------------
CLASS R-1:
Year ended 12/31/2008     42.31          .32          (17.18)         (16.86)        (.29)         (.26)          (.55)
Year ended 12/31/2007     39.93          .72            4.33            5.05         (.60)        (2.07)         (2.67)
Year ended 12/31/2006     35.31          .29            6.13            6.42         (.23)        (1.57)         (1.80)
Year ended 12/31/2005     32.18          .29            3.16            3.45         (.32)           --           (.32)
Year ended 12/31/2004     28.79          .37            3.33            3.70         (.31)           --           (.31)
----------------------------------------------------------------------------------------------------------------------------
CLASS R-2:
Year ended 12/31/2008    $42.30        $ .30         $(17.17)        $(16.87)      $ (.28)       $ (.26)        $ (.54)
Year ended 12/31/2007     39.92          .70            4.34            5.04         (.59)        (2.07)         (2.66)
Year ended 12/31/2006     35.29          .30            6.14            6.44         (.24)        (1.57)         (1.81)
Year ended 12/31/2005     32.17          .30            3.14            3.44         (.32)           --           (.32)
Year ended 12/31/2004     28.77          .38            3.34            3.72         (.32)           --           (.32)
----------------------------------------------------------------------------------------------------------------------------
CLASS R-3:
Year ended 12/31/2008     42.38          .48          (17.20)         (16.72)        (.46)         (.26)          (.72)
Year ended 12/31/2007     39.98          .92            4.34            5.26         (.79)        (2.07)         (2.86)
Year ended 12/31/2006     35.35          .47            6.14            6.61         (.41)        (1.57)         (1.98)
Year ended 12/31/2005     32.21          .45            3.16            3.61         (.47)           --           (.47)
Year ended 12/31/2004     28.82          .50            3.33            3.83         (.44)           --           (.44)
----------------------------------------------------------------------------------------------------------------------------
CLASS R-4:
Year ended 12/31/2008     42.39          .58          (17.19)         (16.61)        (.57)         (.26)          (.83)
Year ended 12/31/2007     39.99         1.05            4.34            5.39         (.92)        (2.07)         (2.99)
Year ended 12/31/2006     35.36          .59            6.14            6.73         (.53)        (1.57)         (2.10)
Year ended 12/31/2005     32.22          .55            3.16            3.71         (.57)           --           (.57)
Year ended 12/31/2004     28.83          .60            3.33            3.93         (.54)           --           (.54)
----------------------------------------------------------------------------------------------------------------------------
(The Financial Highlights table continues on the following page.)
----------------------------------------------------------------------------------------------------------------------------
CLASS R-5:
Year ended 12/31/2008    $42.46        $ .69         $(17.23)        $(16.54)      $ (.67)       $ (.26)        $ (.93)
Year ended 12/31/2007     40.06         1.18            4.34            5.52        (1.05)        (2.07)         (3.12)
Year ended 12/31/2006     35.41          .71            6.16            6.87         (.65)        (1.57)         (2.22)
Year ended 12/31/2005     32.26          .65            3.17            3.82         (.67)           --           (.67)
Year ended 12/31/2004     28.86          .68            3.35            4.03         (.63)           --           (.63)


                                                              Ratio of     Ratio of
                                                              expenses     expenses
                                                                 to           to
                                                               average      average          Ratio
                                                     Net         net          net           of net
                                                   assets,     assets       assets          income
                        Net asset                  end of      before        after            to
                         value,                     year        reim-        reim-          average
                         end of        Total         (in     bursements/  bursements/         net
                          year     return/3,4/    millions)    waivers    waivers/4/    assets/2,4/
--------------------------------------------------------------------------------------------------------

CLASS A:
Year ended 12/31/2008    $24.98      (39.70)%      $24,443       .63%         .61%           1.70%
Year ended 12/31/2007     42.45       13.55         38,877       .60          .57            2.40
Year ended 12/31/2006     40.05       19.24         32,187       .61          .58            1.60
Year ended 12/31/2005     35.40       11.68         24,390       .62          .60            1.75
Year ended 12/31/2004     32.25       13.91         21,543       .63          .63            2.05
--------------------------------------------------------------------------------------------------------
CLASS R-1:
Year ended 12/31/2008     24.90      (40.16)            61      1.43         1.41             .91
Year ended 12/31/2007     42.31       12.62             57      1.44         1.42            1.67
Year ended 12/31/2006     39.93       18.19             23      1.47         1.43             .74
Year ended 12/31/2005     35.31       10.74             11      1.50         1.46             .88
Year ended 12/31/2004     32.18       12.92              6      1.53         1.49            1.26
--------------------------------------------------------------------------------------------------------
CLASS R-2:
Year ended 12/31/2008    $24.89      (40.19)%      $   366      1.49%        1.47%            .85%
Year ended 12/31/2007     42.30       12.61            471      1.46         1.40            1.62
Year ended 12/31/2006     39.92       18.26            291      1.54         1.41             .77
Year ended 12/31/2005     35.29       10.73            155      1.64         1.43             .91
Year ended 12/31/2004     32.17       13.02             93      1.76         1.45            1.29
--------------------------------------------------------------------------------------------------------
CLASS R-3:
Year ended 12/31/2008     24.94      (39.89)         1,058       .98          .95            1.37
Year ended 12/31/2007     42.38       13.17          1,157       .97          .94            2.12
Year ended 12/31/2006     39.98       18.75            525       .99          .96            1.21
Year ended 12/31/2005     35.35       11.26            220      1.01          .98            1.35
Year ended 12/31/2004     32.21       13.41            125      1.05         1.04            1.69
--------------------------------------------------------------------------------------------------------
CLASS R-4:
Year ended 12/31/2008     24.95      (39.70)           942       .67          .65            1.68
Year ended 12/31/2007     42.39       13.51            879       .66          .64            2.42
Year ended 12/31/2006     39.99       19.12            438       .67          .65            1.52
Year ended 12/31/2005     35.36       11.61            205       .69          .66            1.66
Year ended 12/31/2004     32.22       13.85             80       .69          .69            2.04
--------------------------------------------------------------------------------------------------------
(The Financial Highlights table continues on the following page.)
--------------------------------------------------------------------------------------------------------
CLASS R-5:
Year ended 12/31/2008    $24.99      (39.53)%      $ 1,077       .37%         .35%           1.98%
Year ended 12/31/2007     42.46       13.81          1,014       .37          .34            2.73
Year ended 12/31/2006     40.06       19.50            481       .38          .35            1.83
Year ended 12/31/2005     35.41       11.94            265       .39          .36            1.96
Year ended 12/31/2004     32.26       14.19            141       .39          .39            2.31





                                       24

Fundamental Investors / Prospectus



<PAGE>




                                          YEAR ENDED DECEMBER 31
                           2008        2007        2006        2005         2004
------------------------------------------------------------------------------------

 PORTFOLIO TURNOVER
RATE FOR ALL CLASSES       29%         27%         21%         24%          30%
OF SHARES





                                       25

                                             Fundamental Investors / Prospectus

<PAGE>

1  Based on average shares outstanding.
2  For the year ended December 31, 2007, this column reflects the impact of a
   corporate action event that resulted in a one-time increase to net investment
   income. If the corporate action had not occurred, the Class A net investment
   income per share and ratio of net income to average net assets would have been
   lower by $0.39 and .90%, respectively. The impact to the other share classes
   would have been approximately the same.
3  Total returns exclude any applicable sales charges.

4  This column reflects the impact, if any, of certain reimbursements/waivers
   from Capital Research and Management Company. During the years shown, Capital
   Research and Management Company reduced fees for investment advisory services.
   In addition, during some of the years shown, Capital Research and Management
   Company paid a portion of the fund's transfer agent fees for certain retirement
   plan share classes.


                                       26


                                             Fundamental Investors / Prospectus



<PAGE>

NOTES


                                       27

                                             Fundamental Investors / Prospectus
<PAGE>






[Logo - American Funds /(R)/]            The right choice for the long term/(R)/





FOR SHAREHOLDER SERVICES         American Funds Service Company
                                 800/421-0180

FOR RETIREMENT PLAN SERVICES     Call your employer or plan
                                 administrator

FOR ADVISER MARKETING            American Funds Distributors
                                 800/421-9900

FOR 529 PLANS                    American Funds Service Company
                                 800 /421-0180, ext. 529

FOR 24-HOUR INFORMATION          American FundsLine
                                 800/325-3590
                                 americanfunds.com

Telephone calls you have with the American Funds organization may be
monitored or recorded for quality assurance, verification and/or
recordkeeping purposes. By speaking with us on the telephone, you are
giving your consent to such monitoring and recording.
-----------------------------------------------------------------------------------



MULTIPLE TRANSLATIONS  This prospectus may be translated into other languages.
If there is any inconsistency or ambiguity in the meaning of any translated word
or phrase, the English text will prevail.

ANNUAL/SEMI-ANNUAL REPORT TO SHAREHOLDERS  The shareholder reports contain
additional information about the fund, including financial statements,
investment results, portfolio holdings, a discussion of market conditions and
the fund's investment strategies and the independent registered public
accounting firm's report (in the annual report).

STATEMENT OF ADDITIONAL INFORMATION (SAI) AND CODES OF ETHICS The current SAI,
as amended from time to time, contains more detailed information about the fund,
including the fund's financial statements, and is incorporated by reference into
this prospectus. This means that the current SAI, for legal purposes, is part of
this prospectus. The codes of ethics describe the personal investing policies
adopted by the fund, the fund's investment adviser and its affiliated companies.

The codes of ethics and current SAI are on file with the Securities and Exchange
Commission (SEC). These and other related materials about the fund are available
for review or to be copied at the SEC's Public Reference Room in Washington, DC
(202/551-8090) or on the EDGAR database on the SEC's website at sec.gov or,
after payment of a duplicating fee, via e-mail request to publicinfo@sec.gov or
by writing to the SEC's Public Reference Section, 100 F Street, NE, Washington,
DC 20549-0102. The codes of ethics, current SAI and shareholder reports are also
available, free of charge, on americanfunds.com.

E-DELIVERY AND HOUSEHOLD MAILINGS Each year you are automatically sent an
updated prospectus and annual and semi-annual reports for the fund. You may also
occasionally receive proxy statements for the fund. In order to reduce the
volume of mail you receive, when possible, only one copy of these documents will
be sent to shareholders who are part of the same family and share the same
household address. You may elect to receive these documents electronically in
lieu of paper form by enrolling in e-delivery on our website, americanfunds.com.


If you would like to opt out of household-based mailings or receive a
complimentary copy of the current SAI, codes of ethics or annual/semi-annual
report to shareholders, please call American Funds Service Company at
800/421-0180 or write to the secretary of the fund at P.O. Box 7650, San
Francisco, California 94120.

SECURITIES INVESTOR PROTECTION CORPORATION (SIPC)  Shareholders may obtain
information about SIPC on its website at sipc.org or by calling 202/371-8300.




                                                                                                   Investment Company File No. 811-00032
                                                                                                RPGEPR-910-0309P Litho in USA CGD/B/8032
----------------------------------------------------------------------------------------------------------------------------------------
THE CAPITAL GROUP COMPANIES
American Funds        Capital Research and Management        Capital International        Capital Guardian        Capital Bank and Trust







THE FUND PROVIDES SPANISH TRANSLATION IN CONNECTION WITH THE
PUBLIC OFFERING AND SALE OF ITS SHARES. THE FOLLOWING IS A FAIR
AND ACCURATE ENGLISH TRANSLATION OF A SPANISH LANGUAGE PROSPECTUS
FOR THE FUND.


/s/ PATRICK F. QUAN
    PATRICK F. QUAN
    SECRETARY





<PAGE>





[Logo - American Funds/(R)/]               The right choice for the long term/(R)/




Fundamental Investors/SM/




RETIREMENT PLAN
 PROSPECTUS




 March 1, 2009







TABLE OF CONTENTS

 1    Risk/Return summary
 4    Fees and expenses of the fund
 6    Investment objective, strategies and risks
10    Management and organization
14    Purchase, exchange and sale of shares
17    Sales charges
19    Sales charge reductions
21    Rollovers from retirement plans to IRAs
21    Plans of distribution
22    Other compensation to dealers
23    Distributions and taxes
24    Financial highlights





 THE SECURITIES AND EXCHANGE COMMISSION HAS NOT APPROVED OR DISAPPROVED OF
 THESE SECURITIES. FURTHER, IT HAS NOT DETERMINED THAT THIS PROSPECTUS IS
 ACCURATE OR COMPLETE. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL
 OFFENSE.








<PAGE>

[This page intentionally left blank for this filing]

<PAGE>

Risk/Return summary

The fund seeks to make your investment grow and provide you with income over
time by investing primarily in common stocks of large, established companies
that offer growth potential at reasonable prices. The fund may also invest
significantly in securities of issuers domiciled outside the United States.

The fund is designed for investors seeking both capital appreciation and income.
Your investment in the fund is subject to risks, including the possibility that
the fund's income and the value of its portfolio holdings may fluctuate in
response to events specific to the companies or markets in which the fund
invests, as well as economic, political or social events in the United States or
abroad.

Although all securities in the fund's portfolio may be adversely affected by
currency fluctuations or global economic, political or social instability,
securities issued by entities based outside the United States may be affected to
a greater extent.

Your investment in the fund is not a bank deposit and is not insured or
guaranteed by the Federal Deposit Insurance Corporation or any other government
agency, entity or person.

YOU MAY LOSE MONEY BY INVESTING IN THE FUND. THE LIKELIHOOD OF LOSS MAY BE
GREATER IF YOU INVEST FOR A SHORTER PERIOD OF TIME.


                                       1

                                             Fundamental Investors / Prospectus
<PAGE>

HISTORICAL INVESTMENT RESULTS

The bar chart below shows how the fund's investment results have varied from
year to year, and the Investment Results table on page 3 shows how the fund's
average annual total returns for various periods compare with different broad
measures of market performance. This information provides some indication of the
risks of investing in the fund. All fund results reflect the reinvestment of
dividends and capital gain distributions, if any. Unless otherwise noted, fund
results reflect any fee waivers and/or expense reimbursements in effect during
the period presented. Past results are not predictive of future results.


CALENDAR YEAR TOTAL RETURNS FOR CLASS A SHARES
(Results do not include a sales charge; if a sales charge were included,
results would be lower.)

[begin bar chart]

1999            24.58%
2000             4.27
2001            -9.55
2002           -17.34
2003            31.96
2004            13.91
2005            11.68
2006            19.24
2007            13.55
2008           -39.70

[end bar chart]


Highest/Lowest quarterly results during this time period were:




HIGHEST                          16.28%  (quarter ended December 31, 2003)
LOWEST                          -23.34%  (quarter ended December 31, 2008)






                                       2

Fundamental Investors / Prospectus


<PAGE>



Unlike the bar chart on the previous page, the Investment Results table below
reflects, as required by Securities and Exchange Commission rules, the fund's
investment results with the following maximum initial sales charge imposed:

 . Class A share results reflect the maximum initial sales charge of 5.75%. This
   charge is reduced for purchases of $25,000 or more and eliminated for
   purchases of $1 million or more.

 . Class R shares are sold without any initial sales charge.

Results would be higher if calculated without a sales charge.

Unlike the Investment Results table below, the Additional Investment Results
table on page 8 reflects the fund's results calculated without a sales charge.



 INVESTMENT RESULTS (WITH A MAXIMUM SALES CHARGE)
 AVERAGE ANNUAL TOTAL RETURNS FOR PERIODS ENDED DECEMBER 31, 2008:

                                1 YEAR   5 YEARS  10 YEARS   LIFETIME/1/
-------------------------------------------------------------------------

 CLASS A -- FROM 8/1/78         -43.16%  -0.42%    2.30%       11.63%






                                  1 YEAR   5 YEARS   LIFETIME/1/
-----------------------------------------------------------------

 CLASS R-1 -- FIRST SOLD 6/19/02  -40.16%  -0.08%       1.78%
 CLASS R-2 -- FIRST SOLD 5/21/02  -40.19   -0.07        0.99
 CLASS R-3 -- FIRST SOLD 6/4/02   -39.89    0.38        1.86
 CLASS R-4 -- FIRST SOLD 7/25/02  -39.70    0.71        5.54
 CLASS R-5 -- FIRST SOLD 5/15/02  -39.53    1.00        1.94






                               1 YEAR     5 YEARS    10 YEARS     LIFETIME/2/
-------------------------------------------------------------------------------

 INDEXES
 S&P 500/3/                    -36.99%    -2.19%      -1.38%        10.74%
 Lipper Growth & Income        -37.54     -2.12       -0.24         10.04
Funds Index/4/
 MSCI World Index/5/           -40.33      0.00       -0.19          9.78
 Class A annualized 30-day yield at December 31, 2008: 2.04%/6/
 (For current yield information, please call American FundsLine/(R)/ at
800/325-3590.)




1  Lifetime results for Class A shares are measured from August 1, 1978, when
   Capital Research and Management Company became the fund's investment adviser.
   Lifetime results for other share classes are measured from the date the share
   class was first sold.
2  Lifetime results for the index(es) shown are measured from the date Capital
   Research and Management Company became the fund's investment adviser. The funds
   or securities that compose each index may vary over time.

3  Standard & Poor's 500 Composite Index is a market capitalization-weighted
   index based on the average weighted performance of 500 widely held common
   stocks. This index is unmanaged and its results include reinvested dividends
   and/ or distributions, but do not reflect sales charges, commissions, expenses
   or taxes.
4  Lipper Growth & Income Funds Index is an equally weighted index of funds that
   combine a growth-of-earnings orientation and an income requirement for level
   and/or rising dividends. The results of the underlying funds in the index
   include the reinvestment of dividends and capital gain distributions, as well
   as brokerage commissions paid by the funds for portfolio transactions, but do
   not reflect sales charges or taxes.

5  MSCI World Index is a free float-adjusted, market capitalization weighted
   index that is designed to measure equity market performance of developed
   markets. The index consists of 23 developed country indexes, including the
   United States. This index is unmanaged and its results include reinvested
   dividends and/or distributions, but do not reflect sales charges, commissions,
   expenses or taxes.
6  Reflects a fee waiver (2.02% without the waiver) as described in the Annual
   Fund Operating Expenses table under "Fees and expenses of the fund."


                                       3

                                             Fundamental Investors / Prospectus
<PAGE>

Fees and expenses of the fund

These tables describe the fees and expenses that you may pay if you buy and hold
shares of the fund.



 SHAREHOLDER FEES (PAID DIRECTLY FROM YOUR INVESTMENT)
                                               CLASS A    ALL R SHARE CLASSES
------------------------------------------------------------------------------

 Maximum initial sales charge on purchases      5.75%/*/         none
 (as a percentage of offering price)
------------------------------------------------------------------------------
 Maximum sales charge on reinvested dividends    none            none
------------------------------------------------------------------------------
 Maximum contingent deferred sales charge        none            none
------------------------------------------------------------------------------
 Redemption or exchange fees                     none            none



* The initial sales charge is reduced for purchases of $25,000 or more and
 eliminated for purchases of $1 million or more.




 ANNUAL FUND OPERATING EXPENSES (DEDUCTED FROM FUND ASSETS)
                                            CLASS  CLASS  CLASS  CLASS   CLASS
                                   CLASS A   R-1    R-2    R-3    R-4     R-5
-------------------------------------------------------------------------------

 Management fees/1/                 0.25%   0.25%  0.25%  0.25%  0.25%   0.25%
-------------------------------------------------------------------------------
 Distribution and/or service        0.24    1.00   0.75   0.50   0.25    none
 (12b-1) fees/2/
-------------------------------------------------------------------------------
 Other expenses/1/                  0.14    0.18   0.49   0.23   0.17    0.12
-------------------------------------------------------------------------------
 Total annual fund operating        0.63    1.43   1.49   0.98   0.67    0.37
 expenses/1/
-------------------------------------------------------------------------------



1  The fund's investment adviser waived a portion of its management fees from
   September 1, 2004, through December 31, 2008. In addition, the investment
   adviser paid a portion of the fund's transfer agent fees for certain R share
   classes. Management fees, other expenses and total annual fund operating
   expenses in the table do not reflect any waiver or reimbursement. Information
   regarding the effect of any waiver/reimbursement on total annual fund operating
   expenses can be found in the Financial Highlights table in this prospectus and
   in the fund's annual report.
2  Class A, R-1, R-2, R-3 and R-4 12b-1 fees may not exceed .25%, 1.00%, 1.00%,
   .75% and .50%, respectively, of the class's average net assets annually.


                                       4

Fundamental Investors / Prospectus


<PAGE>

OTHER EXPENSES

The "Other expenses" items in the table above include custodial, legal, transfer
agent and subtransfer agent/recordkeeping payments, as well as various other
expenses. Subtransfer agent/recordkeeping payments may be made to the fund's
investment adviser, affiliates of the adviser and unaffiliated third parties for
providing recordkeeping and other administrative services to retirement plans
invested in the fund in lieu of the transfer agent providing such services. The
amount paid for subtransfer agent/recordkeeping services will vary depending on
the share class selected and the entity receiving the payments. The table below
shows the maximum payments to entities providing services to retirement plans.



             PAYMENTS TO AFFILIATED ENTITIES       PAYMENTS TO UNAFFILIATED
                                                          ENTITIES
-------------------------------------------------------------------------------

 Class A            .05% of assets or                  .05% of assets or
             $12 per participant position/1/    $12 per participant position/1/
-------------------------------------------------------------------------------
 Class R-1           .10% of assets                     .10% of assets
-------------------------------------------------------------------------------
 Class R-2     .15% of assets plus $27 per              .25% of assets
             participant position/2/ or .35%
                      of assets/3/
-------------------------------------------------------------------------------
 Class R-3     .10% of assets plus $12 per              .15% of assets
             participant position/2/ or .19%
                      of assets/3/
 Class R-4           .10% of assets                     .10% of assets
-------------------------------------------------------------------------------
 Class R-5           .05% of assets                     .05% of assets
-------------------------------------------------------------------------------



1 Payment amount depends on the date upon which services commenced.
2 Payment with respect to Recordkeeper Direct/(R)/ program.
3 Payment with respect to PlanPremier/(R)/ program.

EXAMPLES

The examples below are intended to help you compare the cost of investing in the
fund with the cost of investing in other mutual funds. The examples assume that
you invest $10,000 in the fund for the time periods indicated, that your
investment has a 5% return each year, that all dividends and capital gain
distributions are reinvested, and that the fund's operating expenses remain the
same as shown above. The examples do not reflect the impact of any fee waivers
or expense reimbursements.

Although your actual costs may be higher or lower, based on these assumptions,
your cumulative estimated expenses would be:



                                1 YEAR  3 YEARS  5 YEARS   10 YEARS
--------------------------------------------------------------------

 Class A*                        $636    $765     $906      $1,316
--------------------------------------------------------------------
 Class R-1                        146     452      782       1,713
--------------------------------------------------------------------
 Class R-2                        152     471      813       1,779
--------------------------------------------------------------------
 Class R-3                        100     312      542       1,201
--------------------------------------------------------------------
 Class R-4                         68     214      373         835
--------------------------------------------------------------------
 Class R-5                         38     119      208         468
--------------------------------------------------------------------



* Reflects the maximum initial sales charge.


                                       5

                                             Fundamental Investors / Prospectus
<PAGE>

Investment objective, strategies and risks

The fund's investment objective is to achieve long-term growth of capital and
income. The fund invests primarily in common stocks or securities convertible
into common stocks and may invest significantly in securities of issuers
domiciled outside the United States and Canada and not included in the Standard
& Poor's 500 Composite Index.

The prices of, and the income generated by, securities held by the fund may
decline in response to certain events, including those directly involving the
companies whose securities are owned by the fund; conditions affecting the
general economy; overall market changes; local, regional or global political,
social or economic instability; and currency, interest rate and commodity price
fluctuations.

Investments in securities issued by entities based outside the United States may
be subject to the risks described above to a greater extent and may also be
affected by currency fluctuations and controls; different accounting, auditing,
financial reporting, and legal standards and practices in some countries;
expropriation; changes in tax policy; greater market volatility; differing
securities market structures; higher transaction costs; and various
administrative difficulties, such as delays in clearing and settling portfolio
transactions or in receiving payment of dividends. These risks may be heightened
in connection with investments in developing countries. Investments in
securities issued by entities domiciled in the United States may also be subject
to many of these risks.

The fund may also hold cash or money market instruments. The percentage of the
fund invested in such holdings varies and depends on various factors, including
market conditions and purchases and redemptions of fund shares. A larger
percentage of such holdings could moderate the fund's investment results in a
period of rising market prices.

A larger percentage of cash or money market instruments could reduce the
magnitude of the fund's loss in a period of falling market prices and provide
liquidity to make additional investments or to meet redemptions.

The fund relies on the professional judgment of its investment adviser to make
decisions about the fund's portfolio investments. The basic investment
philosophy of the investment adviser is to seek to invest in attractively valued
companies that, in its opinion, represent above-average, long-term investment
opportunities. The investment adviser believes that an important way to
accomplish this is through fundamental analysis, which may include meeting with
company executives and employees, suppliers, customers and competitors.
Securities may be sold when the investment adviser believes that they no longer
represent relatively attractive investment opportunities.


                                       6

Fundamental Investors / Prospectus


<PAGE>

OTHER IMPORTANT INVESTMENT PRACTICES

In addition to the principal investment strategies described above, the fund has
other investment practices that are described in this prospectus and in the
statement of additional information.

The fund may invest to a limited extent in lower quality debt securities rated
Ba1 and BB+ or below or unrated but determined by the investment adviser to be
of equivalent quality. The prices of debt securities fluctuate depending on such
factors as changing interest rates, effective maturities and credit ratings. For
example, their prices generally decline when interest rates rise and vice versa.
Lower quality or longer maturity debt securities generally have higher rates of
interest and may be subject to greater price fluctuations than higher quality or
shorter maturity debt securities.

ADDITIONAL INVESTMENT RESULTS

Unlike the Investment Results table on page 3, the table on page 8 reflects the
fund's results calculated without a sales charge.


                                       7

                                             Fundamental Investors / Prospectus
<PAGE>




 ADDITIONAL INVESTMENT RESULTS (WITHOUT A SALES CHARGE)
 AVERAGE ANNUAL TOTAL RETURNS FOR PERIODS ENDED DECEMBER 31, 2008:

                                1 YEAR   5 YEARS  10 YEARS   LIFETIME/1/
-------------------------------------------------------------------------

 CLASS A -- FROM 8/1/78         -39.70%   0.76%    2.90%       11.85%






                                  1 YEAR   5 YEARS   LIFETIME/1/
-----------------------------------------------------------------

 CLASS R-1 -- FIRST SOLD 6/19/02  -40.16%  -0.08%       1.78%
 CLASS R-2 -- FIRST SOLD 5/21/02  -40.19   -0.07        0.99
 CLASS R-3 -- FIRST SOLD 6/4/02   -39.89    0.38        1.86
 CLASS R-4 -- FIRST SOLD 7/25/02  -39.70    0.71        5.54
 CLASS R-5 -- FIRST SOLD 5/15/02  -39.53    1.00        1.94






                            1 YEAR     5 YEARS     10 YEARS      LIFETIME/2/
-------------------------------------------------------------------------------

 INDEXES
 S&P 500/3/                -36.99%      -2.19%      -1.38%          10.74%
 Lipper Growth & Income    -37.54       -2.12       -0.24           10.04
Funds Index/4/
 MSCI World Index/5/       -40.33        0.00       -0.19            9.78
 Class A distribution rate at December 31, 2008: 2.30%/6/
 (For current distribution rate information, please call American FundsLine
at 800/325-3590.)




1  Lifetime results for Class A shares are measured from August 1, 1978, when
   Capital Research and Management Company became the fund's investment adviser.
   Lifetime results for other share classes are measured from the date the share
   class was first sold.
2  Lifetime results for the index(es) shown are measured from the date Capital
   Research and Management Company became the fund's investment adviser. The funds
   or securities that compose each index may vary over time.

3  Standard & Poor's 500 Composite Index is a market capitalization-weighted
   index based on the average weighted performance of 500 widely held common
   stocks. This index is unmanaged and its results include reinvested dividends
   and/ or distributions, but do not reflect sales charges, commissions, expenses
   or taxes.
4  Lipper Growth & Income Funds Index is an equally weighted index of funds that
   combine a growth-of-earnings orientation and an income requirement for level
   and/or rising dividends. The results of the underlying funds in the index
   include the reinvestment of dividends and capital gain distributions, as well
   as brokerage commissions paid by the funds for portfolio transactions, but do
   not reflect sales charges or taxes.

5  MSCI World Index is a free float-adjusted, market capitalization weighted
   index that is designed to measure equity market performance of developed
   markets. The index consists of 23 developed country indexes, including the
   United States. This index is unmanaged and its results include reinvested
   dividends and/or distributions, but do not reflect sales charges, commissions,
   expenses or taxes.
6  The distribution rate is based on actual dividends paid to Class A
   shareholders over a 12-month period. Capital gain distributions, if any, are
   added back to net asset value to determine the rate.


                                       8

Fundamental Investors / Prospectus


<PAGE>


[begin pie chart]

INDUSTRY SECTOR DIVERSIFICATION AS OF DECEMBER 31, 2008 (PERCENT OF NET ASSETS)

Health care	                                           11.87%
Industrials  	                                           12.24%
Information technology                                     17.61%
Energy                                                     10.54%
Financials                                                  7.58%
Other industries	                                   28.19%
Bonds & notes                                               0.15%
Short-term securities & other assets less liabilities	   11.82%

[end pie chart]





PERCENT INVESTED BY COUNTRY AS OF DECEMBER 31, 2008     PERCENT OF NET ASSETS
-------------------------------------------------------------------------------

United States                                                   65.0%
-------------------------------------------------------------------------------
Euro zone*                                                       9.1
-------------------------------------------------------------------------------
Canada                                                           3.9
-------------------------------------------------------------------------------
Japan                                                            1.7
-------------------------------------------------------------------------------
Switzerland                                                      3.4
-------------------------------------------------------------------------------
United Kingdom                                                   2.5
-------------------------------------------------------------------------------
Other countries                                                  2.4
-------------------------------------------------------------------------------
Bonds, short-term securities & other assets less                12.0
liabilities
-------------------------------------------------------------------------------




* Countries using the euro as a common currency; those represented in the fund's
 portfolio are Finland, France, Germany, Ireland, Italy and the Netherlands.

Because the fund is actively managed, its holdings will change over time.

For updated information on the fund's portfolio holdings, please visit us at
americanfunds.com.


                                       9

                                             Fundamental Investors / Prospectus
<PAGE>

Management and organization

INVESTMENT ADVISER

Capital Research and Management Company, an experienced investment management
organization founded in 1931, serves as investment adviser to the fund and other
funds, including the American Funds. Capital Research and Management Company is
a wholly owned subsidiary of The Capital Group Companies, Inc. and is located at
333 South Hope Street, Los Angeles, California 90071, and 6455 Irvine Center
Drive, Irvine, California 92618. Capital Research and Management Company manages
the investment portfolio and business affairs of the fund. The total management
fee paid by the fund, as a percentage of average net assets, for the previous
fiscal year appears in the Annual Fund Operating Expenses table under "Fees and
expenses of the fund." A discussion regarding the basis for the approval of the
fund's investment advisory and service agreement by the fund's board of
directors is contained in the fund's annual report to shareholders for the
fiscal year ended December 31, 2008.

Capital Research and Management Company manages equity assets through two
investment divisions, Capital World Investors and Capital Research Global
Investors, and manages fixed-income assets through its Fixed Income division.
Capital World Investors and Capital Research Global Investors make investment
decisions on an independent basis.

Rather than remain as investment divisions, Capital World Investors and Capital
Research Global Investors may be incorporated into wholly owned subsidiaries of
Capital Research and Management Company. In that event, Capital Research and
Management Company would continue to be the investment adviser, and day-to-day
investment management of equity assets would continue to be carried out through
one or both of these subsidiaries. Capital Research and Management Company and
the funds it advises have applied to the Securities and Exchange Commission for
an exemptive order that would give Capital Research and Management Company the
authority to use, upon approval of the funds' boards, its management
subsidiaries and affiliates to provide day-to-day investment management services
to the funds, including making changes to the management subsidiaries and
affiliates providing such services. Approval by the funds' shareholders would be
required before any authority granted under an exemptive order could be
exercised. There is no assurance that Capital Research and Management Company
will incorporate its investment divisions or seek a shareholder vote to exercise
any authority, if granted, under an exemptive order.

EXECUTION OF PORTFOLIO TRANSACTIONS

The investment adviser places orders with broker-dealers for the fund's
portfolio transactions. In selecting broker-dealers, the investment adviser
strives to obtain "best execution" (the most favorable total price reasonably
attainable under the circumstances) for the fund's


                                       10

Fundamental Investors / Prospectus


<PAGE>

portfolio transactions, taking into account a variety of factors. Subject to
best execution, the investment adviser may consider investment research and/or
brokerage services provided to the adviser in placing orders for the fund's
portfolio transactions. The investment adviser may place orders for the fund's
portfolio transactions with broker-dealers who have sold shares of funds managed
by the investment adviser or its affiliated companies; however, it does not give
consideration to whether a broker-dealer has sold shares of the funds managed by
the investment adviser or its affiliated companies when placing any such orders
for the fund's portfolio transactions. A more detailed description of the
investment adviser's policies is included in the fund's statement of additional
information.

PORTFOLIO HOLDINGS

Portfolio holdings information for the fund is available on the American Funds
website at americanfunds.com. To reach this information, access the fund's
detailed information page on the website. A list of the fund's top 10 equity
holdings, updated as of each month-end, is generally posted to this page within
14 days after the end of the applicable month. A link to the fund's complete
list of publicly disclosed portfolio holdings, updated as of each calendar
quarter-end, is generally posted to this page within 45 days after the end of
the applicable quarter. Both lists remain available on the website until new
information for the next month or quarter is posted. Portfolio holdings
information for the fund is also contained in reports filed with the Securities
and Exchange Commission.

A description of the fund's policies and procedures regarding disclosure of
information about its portfolio holdings is available in the statement of
additional information.

MULTIPLE PORTFOLIO COUNSELOR SYSTEM

Capital Research and Management Company uses a system of multiple portfolio
counselors in managing mutual fund assets. Under this approach, the portfolio of
a fund is divided into segments managed by individual counselors who decide how
their respective segments will be invested. In addition, Capital Research and
Management Company's investment analysts may make investment decisions with
respect to a portion of a fund's portfolio. Investment decisions are subject to
a fund's objective(s), policies and restrictions and the oversight of the
appropriate investment-related committees of Capital Research and Management
Company and its investment divisions.


                                       11

                                             Fundamental Investors / Prospectus
<PAGE>

The primary individual portfolio counselors for Fundamental Investors are:




                                              PRIMARY TITLE WITH             PORTFOLIO
                             PORTFOLIO        INVESTMENT ADVISER             COUNSELOR
 PORTFOLIO COUNSELOR/        COUNSELOR        (OR AFFILIATE)                 ROLE IN
 FUND TITLE                  EXPERIENCE       AND INVESTMENT                 MANAGEMENT
 (IF APPLICABLE)            IN THIS FUND      EXPERIENCE                     OF THE FUND
--------------------------------------------------------------------------------------------------

 DINA N. PERRY                16 years        Senior Vice President -       Serves as an equity
 President and Director   (plus 1 year of     Capital World Investors       portfolio counselor
                          prior experience
                               as an          Investment professional for
                         investment analyst   31 years in total;
                           for the fund)      17 years with Capital
                                              Research and Management
                                              Company or affiliate
--------------------------------------------------------------------------------------------------
 MICHAEL T. KERR              10 years        Senior Vice President -       Serves as an equity
 Senior Vice President    (plus 5 years of    Capital World Investors       portfolio counselor
                          prior experience
                               as an          Investment professional for
                         investment analyst   26 years in total;
                           for the fund)      24 years with Capital
                                              Research and Management
                                              Company or affiliate
--------------------------------------------------------------------------------------------------
 RONALD B. MORROW             6 years         Senior Vice President -       Serves as an equity
 Vice President           (plus 5 years of    Capital World Investors       portfolio counselor
                          prior experience
                               as an          Investment professional for
                         investment analyst   41 years in total;
                           for the fund)      12 years with Capital
                                              Research and Management
                                              Company or affiliate
--------------------------------------------------------------------------------------------------
 JAMES E. DRASDO              25 years        Senior Vice President -       Serves as an equity
                          (plus 6 years of    Capital World Investors       portfolio counselor
                          prior experience
                               as an          Investment professional for
                         investment analyst   37 years in total;
                           for the fund)      32 years with Capital
                                              Research and Management
                                              Company or affiliate
--------------------------------------------------------------------------------------------------
 BRADY L. ENRIGHT             3 years         Senior Vice President -       Serves as an equity
                                              Capital World Investors       portfolio counselor

                                              Investment professional for
                                              17 years in total;
                                              12 years with Capital
                                              Research and Management
                                              Company or affiliate
--------------------------------------------------------------------------------------------------




Information regarding the portfolio counselors' compensation, their ownership of
securities in the fund and other accounts they manage can be found in the
statement of additional information.


                                       12

Fundamental Investors / Prospectus


<PAGE>

CERTAIN PRIVILEGES AND/OR SERVICES DESCRIBED ON THE FOLLOWING PAGES OF THIS
PROSPECTUS AND IN THE STATEMENT OF ADDITIONAL INFORMATION MAY NOT BE AVAILABLE
TO YOU DEPENDING ON YOUR INVESTMENT DEALER OR RETIREMENT PLAN RECORDKEEPER.
PLEASE SEE YOUR FINANCIAL ADVISER, INVESTMENT DEALER OR PLAN RECORDKEEPER FOR
MORE INFORMATION.


                                       13

                                             Fundamental Investors / Prospectus
<PAGE>

Purchase, exchange and sale of shares

AMERICAN FUNDS SERVICE COMPANY, THE FUND'S TRANSFER AGENT, ON BEHALF OF THE FUND
AND AMERICAN FUNDS DISTRIBUTORS,/(R)/ THE FUND'S DISTRIBUTOR, IS REQUIRED BY
LAW TO OBTAIN CERTAIN PERSONAL INFORMATION FROM YOU OR ANY OTHER PERSON(S)
ACTING ON YOUR BEHALF IN ORDER TO VERIFY YOUR OR SUCH PERSON'S IDENTITY. IF YOU
DO NOT PROVIDE THE INFORMATION, THE TRANSFER AGENT MAY NOT BE ABLE TO OPEN YOUR
ACCOUNT. IF THE TRANSFER AGENT IS UNABLE TO VERIFY YOUR IDENTITY OR THAT OF ANY
OTHER PERSON(S) AUTHORIZED TO ACT ON YOUR BEHALF, OR BELIEVES IT HAS IDENTIFIED
POTENTIALLY CRIMINAL ACTIVITY, THE FUND AND AMERICAN FUNDS DISTRIBUTORS RESERVE
THE RIGHT TO CLOSE YOUR ACCOUNT OR TAKE SUCH OTHER ACTION THEY DEEM REASONABLE
OR REQUIRED BY LAW.

PURCHASES AND EXCHANGES

Eligible retirement plans generally may open an account and purchase Class A or
R shares by contacting any investment dealer (who may impose transaction charges
in addition to those described in this prospectus) authorized to sell the fund's
shares. Some or all R share classes may not be available through certain
investment dealers. Additional shares may be purchased through a plan's
administrator or recordkeeper.

Class A shares are generally not available for retirement plans using the
PlanPremier or Recordkeeper Direct recordkeeping programs.

Class R shares generally are available only to 401(k) plans, 457 plans, 403(b)
plans, profit-sharing and money purchase pension plans, defined benefit plans
and nonqualified deferred compensation plans. Class R shares also are generally
available only to retirement plans where plan level or omnibus accounts are held
on the books of the fund. Class R-5 shares generally are available only to
retirement plans with $1 million or more in plan assets. In addition, Class R-5
shares are available for investment by American Funds Target Date Retirement
Series/(R)/ and other registered investment companies approved by the fund.
Class R shares generally are not available to retail nonretirement accounts,
traditional and Roth individual retirement accounts (IRAs), Coverdell Education
Savings Accounts, SEPs, SARSEPs, SIMPLE IRAs and 529 college savings plans.

Shares of the fund offered through this prospectus generally may be exchanged
into shares of the same class of other American Funds. Exchanges of Class A
shares from American Funds money market funds purchased without a sales charge
generally will be subject to the appropriate sales charge.

FREQUENT TRADING OF FUND SHARES

The fund and American Funds Distributors reserve the right to reject any
purchase order for any reason. The fund is not designed to serve as a vehicle
for frequent trading. Frequent trading of fund shares may lead to increased
costs to the fund and less efficient management of the fund's portfolio,
potentially resulting in dilution of the value of the shares held by long-term
shareholders. Accordingly, purchases, including those that are part of


                                       14

Fundamental Investors / Prospectus


<PAGE>


exchange activity that the fund or American Funds Distributors has determined
could involve actual or potential harm to the fund, may be rejected.

The fund, through its transfer agent, American Funds Service Company, maintains
surveillance procedures that are designed to detect frequent trading in fund
shares. Under these procedures, various analytics are used to evaluate factors
that may be indicative of frequent trading. For example, transactions in fund
shares that exceed certain monetary thresholds may be scrutinized. American
Funds Service Company also may review transactions that occur close in time to
other transactions in the same account or in multiple accounts under common
ownership or influence. Trading activity that is identified through these
procedures or as a result of any other information available to the fund will be
evaluated to determine whether such activity might constitute frequent trading.
These procedures may be modified from time to time as appropriate to improve the
detection of frequent trading, to facilitate monitoring for frequent trading in
particular retirement plans or other accounts, and to comply with applicable
laws.

In addition to the fund's broad ability to restrict potentially harmful trading
as described above, the fund's board of directors has adopted a "purchase
blocking policy" under which any shareholder redeeming shares having a value of
$5,000 or more from the fund will be precluded from investing in the fund for 30
calendar days after the redemption transaction. This policy also applies to
redemptions and investments that are part of exchange transactions. Under the
fund's purchase blocking policy, certain purchases will not be prevented and
certain redemptions will not trigger a purchase block, such as: systematic
redemptions and purchases where the entity maintaining the shareholder account
is able to identify the transaction as a systematic redemption or purchase;
purchases and redemptions of shares having a value of less than $5,000;
transactions in Class 529 shares; purchases and redemptions resulting from
reallocations by American Funds Target Date Retirement Series; retirement plan
contributions, loans and distributions (including hardship withdrawals)
identified as such on the retirement plan recordkeeper's system; and purchase
transactions involving transfers of assets, rollovers, Roth IRA conversions and
IRA recharacterizations, where the entity maintaining the shareholder account is
able to identify the transaction as one of these types of transactions.

The fund reserves the right to waive the purchase blocking policy with respect
to specific shareholder accounts in those instances where American Funds Service
Company determines that its surveillance procedures are adequate to detect
frequent trading in fund shares.

American Funds Service Company will work with certain intermediaries (such as
investment dealers holding shareholder accounts in street name, retirement plan
recordkeepers, insurance company separate accounts and bank trust companies) to
apply their own procedures, provided that American Funds Service Company
believes the intermediary's procedures are reasonably designed to enforce the
frequent trading policies of


                                       15

                                             Fundamental Investors / Prospectus
<PAGE>

the fund. You should refer to disclosures provided by the intermediaries with
which you have an account to determine the specific trading restrictions that
apply to you.

If American Funds Service Company identifies any activity that may constitute
frequent trading, it reserves the right to contact the intermediary and request
that the intermediary either provide information regarding an account owner's
transactions or restrict the account owner's trading. If American Funds Service
Company is not satisfied that the intermediary has taken appropriate action,
American Funds Service Company may terminate the intermediary's ability to
transact in fund shares.

There is no guarantee that all instances of frequent trading in fund shares will
be prevented.

NOTWITHSTANDING THE FUND'S SURVEILLANCE PROCEDURES AND PURCHASE BLOCKING POLICY,
ALL TRANSACTIONS IN FUND SHARES REMAIN SUBJECT TO THE FUND'S AND AMERICAN FUNDS
DISTRIBUTORS' RIGHT TO RESTRICT POTENTIALLY ABUSIVE TRADING GENERALLY (INCLUDING
THE TYPES OF TRANSACTIONS DESCRIBED ABOVE THAT WILL NOT BE PREVENTED OR TRIGGER
A BLOCK UNDER THE PURCHASE BLOCKING POLICY). SEE THE STATEMENT OF ADDITIONAL
INFORMATION FOR MORE INFORMATION ABOUT HOW AMERICAN FUNDS SERVICE COMPANY MAY
ADDRESS OTHER POTENTIALLY ABUSIVE TRADING ACTIVITY IN THE AMERICAN FUNDS.

SALES

Please contact your plan administrator or recordkeeper in order to sell shares
from your retirement plan.

If you notify American Funds Service Company, you may reinvest proceeds from a
redemption, dividend payment or capital gain distribution without a sales charge
in the same fund or other American Funds provided that the reinvestment occurs
within 90 days after the date of the redemption or distribution and is made into
the same account from which you redeemed the shares or received the
distribution. If the account has been closed, you may reinvest without a sales
charge if the new receiving account has the same registration as the closed
account. Proceeds will be reinvested in the same share class from which the
original redemption or distribution was made. Redemption proceeds of Class A
shares representing direct purchases in American Funds money market funds that
are reinvested in non-money market American Funds will be subject to a sales
charge. Proceeds will be reinvested at the next calculated net asset value after
your request is received and accepted by American Funds Service Company. For
purposes of this "right of reinvestment policy," automatic transactions
(including, for example, automatic purchases, withdrawals and payroll
deductions) and ongoing retirement plan contributions are not eligible for
investment without a sales charge. See the statement of additional information
for further information. You may not reinvest proceeds in the American Funds as
described in this paragraph if such proceeds are subject to a purchase block as
described under "Frequent trading of fund shares" in this prospectus. This
paragraph does not apply to certain rollover investments as described under
"Rollovers from retirement plans to IRAs" in this prospectus.


                                       16

Fundamental Investors / Prospectus


<PAGE>

VALUING SHARES

The net asset value of each share class of the fund is the value of a single
share. The fund calculates the net asset value each day the New York Stock
Exchange is open for trading as of approximately 4 p.m. New York time, the
normal close of regular trading. Assets are valued primarily on the basis of
market quotations. However, the fund has adopted procedures for making "fair
value" determinations if market quotations are not readily available or are not
considered reliable. For example, if events occur between the close of markets
outside the United States and the close of regular trading on the New York Stock
Exchange that, in the opinion of the investment adviser, materially affect the
value of any of the fund's securities that principally trade in those
international markets, those securities will be valued in accordance with fair
value procedures. Use of these procedures is intended to result in more
appropriate net asset values. In addition, such use will reduce, if not
eliminate, potential arbitrage opportunities otherwise available to short-term
investors.

Because the fund may hold securities that are primarily listed on foreign
exchanges that trade on weekends or days when the fund does not price its
shares, the value of securities held in the fund may change on days when you
will not be able to purchase or redeem fund shares.

Your shares will be purchased at the net asset value (plus any applicable sales
charge in the case of Class A shares) or sold at the net asset value next
determined after American Funds Service Company receives and accepts your
request.

MOVING BETWEEN SHARE CLASSES AND ACCOUNTS

Please see the statement of additional information for details and limitations
on moving investments in certain share classes to different share classes, and
on moving investments held in certain accounts to different accounts.

Sales charges

CLASS A SHARES

The initial sales charge you pay each time you buy Class A shares differs
depending upon the amount you invest and may be reduced or eliminated for larger
purchases as indicated below. The "offering price," the price you pay to buy
shares, includes any applicable sales charge, which will be deducted directly
from your investment. Shares acquired through reinvestment of dividends or
capital gain distributions are not subject to an initial sales charge.


                                       17

                                             Fundamental Investors / Prospectus
<PAGE>



                              SALES CHARGE AS A
                                         PERCENTAGE OF:
                                                                 DEALER
                                                   NET         COMMISSION
                                       OFFERING   AMOUNT     AS A PERCENTAGE
 INVESTMENT                             PRICE    INVESTED   OF OFFERING PRICE
------------------------------------------------------------------------------

 Less than $25,000                      5.75%     6.10%           5.00%
------------------------------------------------------------------------------
 $25,000 but less than $50,000          5.00      5.26            4.25
------------------------------------------------------------------------------
 $50,000 but less than $100,000         4.50      4.71            3.75
------------------------------------------------------------------------------
 $100,000 but less than $250,000        3.50      3.63            2.75
------------------------------------------------------------------------------
 $250,000 but less than $500,000        2.50      2.56            2.00
------------------------------------------------------------------------------
 $500,000 but less than $750,000        2.00      2.04            1.60
------------------------------------------------------------------------------
 $750,000 but less than $1 million      1.50      1.52            1.20
------------------------------------------------------------------------------
 $1 million or more and certain other   none      none      see below
 investments described below
------------------------------------------------------------------------------



The sales charge, expressed as a percentage of the offering price or the net
amount invested, may be higher or lower than the percentages described in the
table above due to rounding. This is because the dollar amount of the sales
charge is determined by subtracting the net asset value of the shares purchased
from the offering price, which is calculated to two decimal places using
standard rounding criteria. The impact of rounding will vary with the size of
the investment and the net asset value of the shares.

CLASS A PURCHASES NOT SUBJECT TO SALES CHARGES

The following investments are not subject to any initial or contingent deferred
sales charge if American Funds Service Company is properly notified of the
nature of the investment:

. investments made by accounts that are part of certain qualified fee-based
  programs and that purchased Class A shares before the discontinuation of your
  investment dealer's load-waived Class A share program with the American Funds;
  and

. certain rollover investments from retirement plans to IRAs (see "Rollovers
  from retirement plans to IRAs" in this prospectus for more information).

The distributor may pay dealers up to 1% on investments made in Class A shares
with no initial sales charge. The fund may reimburse the distributor for these
payments through its plans of distribution (see "Plans of distribution" in this
prospectus).

Certain other investors may qualify to purchase shares without a sales charge,
such as employees of investment dealers and registered investment advisers
authorized to sell American Funds, and employees of The Capital Group Companies.
Please see the statement of additional information for more information.


                                       18

Fundamental Investors / Prospectus


<PAGE>

 EMPLOYER-SPONSORED RETIREMENT PLANS

 Employer-sponsored retirement plans that are eligible to purchase Class R
 shares may instead purchase Class A shares and pay the applicable Class A sales
 charge, provided their recordkeepers can properly apply a sales charge on plan
 investments. These plans are not eligible to make initial purchases of $1
 million or more in Class A shares and thereby invest in Class A shares without
 a sales charge, nor are they eligible to establish a statement of intention
 that qualifies them to purchase Class A shares without a sales charge. More
 information about statements of intention can be found under "Sales charge
 reductions" in this prospectus. Plans investing in Class A shares with a sales
 charge may purchase additional Class A shares in accordance with the sales
 charge table in this prospectus.

 Employer-sponsored retirement plans that invested in Class A shares without any
 sales charge on or before March 31, 2004, and that continue to meet the
 eligibility requirements in effect as of that date for purchasing Class A
 shares at net asset value, may continue to purchase Class A shares without any
 initial or contingent deferred sales charge.

 A 403(b) plan may not invest in Class A, B or C shares on or after January 1,
 2009, unless such plan was invested in Class A, B or C shares prior to that
 date.

CLASS R SHARES

Class R shares are sold without any initial or contingent deferred sales charge.
The distributor will pay dealers annually an asset-based compensation of up to
1.00% for sales of Class R-1 shares, up to .75% for Class R-2 shares, up to .50%
for Class R-3 shares and up to .25% for Class R-4 shares. No dealer compensation
is paid on sales of Class R-5 shares. The fund may reimburse the distributor for
these payments through its plans of distribution (see "Plans of distribution" in
this prospectus).

Sales charge reductions

TO RECEIVE A REDUCTION IN YOUR CLASS A INITIAL SALES CHARGE, YOU MUST LET YOUR
FINANCIAL ADVISER OR AMERICAN FUNDS SERVICE COMPANY KNOW AT THE TIME YOU
PURCHASE SHARES THAT YOU QUALIFY FOR SUCH A REDUCTION. IF YOU DO NOT LET YOUR
ADVISER OR AMERICAN FUNDS SERVICE COMPANY KNOW THAT YOU ARE ELIGIBLE FOR A
REDUCTION, YOU MAY NOT RECEIVE A SALES CHARGE DISCOUNT TO WHICH YOU ARE
OTHERWISE ENTITLED. In order to determine your eligibility to receive a sales
charge discount, it may be necessary for you to provide your adviser or American
Funds Service Company with information and records (including account
statements) of all relevant accounts invested in the American Funds.

IN ADDITION TO THE INFORMATION IN THIS PROSPECTUS, YOU MAY OBTAIN MORE
INFORMATION ABOUT SHARE CLASSES, SALES CHARGES AND SALES CHARGE REDUCTIONS
THROUGH A LINK ON THE HOME


                                       19

                                             Fundamental Investors / Prospectus
<PAGE>

PAGE OF THE AMERICAN FUNDS WEBSITE AT AMERICANFUNDS.COM, FROM THE STATEMENT OF
ADDITIONAL INFORMATION OR FROM YOUR FINANCIAL ADVISER.

REDUCING YOUR CLASS A INITIAL SALES CHARGE

Consistent with the policies described in this prospectus, two or more
retirement plans of an employer or employer's affiliates may combine all of
their American Funds investments to reduce their Class A sales charge. Certain
investments in the American Funds Target Date Retirement Series may also be
combined for this purpose. Please see the American Funds Target Date Retirement
Series prospectus for further information. However, for this purpose,
investments representing direct purchases of American Funds money market funds
are excluded. Following are different ways that you may qualify for a reduced
Class A sales charge:

 CONCURRENT PURCHASES

 Simultaneous purchases of any class of shares of two or more American Funds
 (excluding American Funds money market funds) may be combined to qualify for a
 reduced Class A sales charge.

 RIGHTS OF ACCUMULATION

 You may take into account your accumulated holdings in all share classes of the
 American Funds (excluding American Funds money market funds) to determine the
 initial sales charge you pay on each purchase of Class A shares. Subject to
 your investment dealer's or recordkeeper's capabilities, your accumulated
 holdings will be calculated as the higher of (a) the current value of your
 existing holdings or (b) the amount you invested (including reinvested
 dividends and capital gains, but excluding capital appreciation) less any
 withdrawals. Please see the statement of additional information for details.
 You should retain any records necessary to substantiate the historical amounts
 you have invested.

 STATEMENT OF INTENTION

 You may reduce your Class A sales charge by establishing a statement of
 intention. A statement of intention allows you to combine all purchases of all
 share classes of the American Funds (excluding American Funds money market
 funds) you intend to make over a 13-month period to determine the applicable
 sales charge; however, purchases made under a right of reinvestment,
 appreciation of your holdings, and reinvested dividends and capital gains do
 not count as purchases made during the statement period. The market value of
 your existing holdings eligible to be aggregated as of the day immediately
 before the start of the statement period may be credited toward satisfying the
 statement. A portion of your account may be held in escrow to cover additional
 Class A sales charges that may be due if your total purchases over the
 statement period do not qualify you for the applicable sales charge reduction.
 Employer-sponsored retirement


                                       20

Fundamental Investors / Prospectus


<PAGE>


 plans may be restricted from establishing statements of intention. See "Sales
 charges" in this prospectus for more information.

RIGHT OF REINVESTMENT

Please see the "Sales" section of "Purchase, exchange and sale of shares" in
this prospectus for information on how to reinvest proceeds from a redemption,
dividend payment or capital gain distribution without a sales charge.

Rollovers from retirement plans to IRAs

Assets from retirement plans may be invested in Class A, B, C or F shares
through an IRA rollover, subject to the other provisions of this prospectus and
the prospectus for nonretirement plan shareholders. More information on Class B,
C and F shares can be found in the fund's prospectus for nonretirement plan
shareholders. Rollovers invested in Class A shares from retirement plans will be
subject to applicable sales charges. The following rollovers to Class A shares
will be made without a sales charge:

. rollovers to IRAs from 403(b) plans with Capital Bank and Trust Company as
  custodian; and

. rollovers to IRAs that are attributable to American Funds investments, if they
  meet the following requirements:

 -- the assets being rolled over were invested in American Funds at the time of
    distribution; and

 -- the rolled over assets are contributed to an American Funds IRA with Capital
    Bank and Trust Company as custodian.

IRA rollover assets that roll over without a sales charge as described above
will not be subject to a contingent deferred sales charge and investment dealers
will be compensated solely with an annual service fee that begins to accrue
immediately. IRA rollover assets invested in Class A shares that are not
attributable to American Funds investments, as well as future contributions to
the IRA, will be subject to sales charges and the terms and conditions generally
applicable to Class A share investments as described in this prospectus and the
statement of additional information.

Plans of distribution

The fund has plans of distribution or "12b-1 plans" for certain share classes,
under which it may finance activities primarily intended to sell shares,
provided the categories of expenses are approved in advance by the fund's board
of directors. The plans provide for payments, based on annualized percentages of
average daily net assets, of up to .25% for Class A shares, up to 1.00% for
Class R-1 and R-2 shares, up to .75% for Class R-3 shares and up to .50% for
Class R-4 shares. For all share classes indicated above, up to


                                       21

                                             Fundamental Investors / Prospectus
<PAGE>


.25% of these expenses may be used to pay service fees to qualified dealers for
providing certain shareholder services. The amount remaining for each share
class may be used for distribution expenses.

The 12b-1 fees paid by the fund, as a percentage of average net assets for the
previous fiscal year, are indicated in the Annual Fund Operating Expenses table
under "Fees and expenses of the fund" in this prospectus. Since these fees are
paid out of the fund's assets or income on an ongoing basis, over time they will
increase the cost and reduce the return of your investment.

Other compensation to dealers

American Funds Distributors, at its expense, currently provides additional
compensation to investment dealers. These payments may be made, at the
discretion of American Funds Distributors, to the top 100 dealers (or their
affiliates) that have sold shares of the American Funds. The level of payments
made to a qualifying firm in any given year will vary and in no case would
exceed the sum of (a) .10% of the previous year's American Funds sales by that
dealer and (b) .02% of American Funds assets attributable to that dealer. For
calendar year 2008, aggregate payments made by American Funds Distributors to
dealers were less than .02% of the average assets of the American Funds.
Aggregate payments may also change from year to year. A number of factors will
be considered in determining payments, including the qualifying dealer's sales,
assets and redemption rates, and the quality of the dealer's relationship with
American Funds Distributors. American Funds Distributors makes these payments to
help defray the costs incurred by qualifying dealers in connection with efforts
to educate financial advisers about the American Funds so that they can make
recommendations and provide services that are suitable and meet shareholder
needs. American Funds Distributors will, on an annual basis, determine the
advisability of continuing these payments. American Funds Distributors may also
pay expenses associated with meetings conducted by dealers outside the top 100
firms to facilitate educating financial advisers and shareholders about the
American Funds. If investment advisers, distributors or other affiliates of
mutual funds pay additional compensation or other incentives in differing
amounts, dealer firms and their advisers may have financial incentives for
recommending a particular mutual fund over other mutual funds. You should
consult with your financial adviser and review carefully any disclosure by your
financial adviser's firm as to compensation received.


                                       22

Fundamental Investors / Prospectus


<PAGE>

Distributions and taxes

DIVIDENDS AND DISTRIBUTIONS

The fund intends to distribute dividends to shareholders, usually in February,
May, August and December.

Capital gains, if any, are usually distributed in December and February. When a
dividend or capital gain is distributed, the net asset value per share is
reduced by the amount of the payment.

All dividends and capital gain distributions paid to retirement plan
shareholders will be automatically reinvested.

TAXES ON DIVIDENDS AND DISTRIBUTIONS

Dividends and capital gains distributed by the fund to tax-deferred retirement
plan accounts are not taxable currently.

TAXES ON TRANSACTIONS

Exchanges within a tax-deferred retirement plan account will not result in a
capital gain or loss for federal or state income tax purposes. With limited
exceptions, distributions from a retirement plan account are taxable as ordinary
income.

PLEASE SEE YOUR TAX ADVISER FOR MORE INFORMATION.


                                       23

                                             Fundamental Investors / Prospectus
<PAGE>





Financial highlights

The Financial Highlights table is intended to help you understand the fund's
results for the past five fiscal years. Certain information reflects financial
results for a single share of a particular class. The total returns in the table
represent the rate that an investor would have earned or lost on an investment
in the fund (assuming reinvestment of all dividends and capital gain
distributions). Where indicated, figures in the table reflect the impact, if
any, of certain reimbursements/waivers from Capital Research and Management
Company. For more information about these reimbursements/waivers, see the
footnotes to the Annual Fund Operating Expenses table under "Fees and expenses
of the fund" in this prospectus and the fund's annual report. The information in
the Financial Highlights table has been audited by Deloitte & Touche LLP, whose
report, along with the fund's financial statements, is included in the statement
of additional information, which is available upon request.





                                    (LOSS) INCOME FROM INVESTMENT OPERATIONS/1/         DIVIDENDS AND DISTRIBUTIONS



                                                   Net (losses)
                                                     gains on
                           Net                      securities
                          asset                        (both                      Dividends   Distributions      Total
                         value,         Net          realized       Total from    (from net       (from        dividends
                        beginning   investment          and         investment    investment     capital          and
                         of year     income/2/      unrealized)     operations     income)       gains)      distributions
----------------------------------------------------------------------------------------------------------------------------

CLASS A:
Year ended 12/31/2008    $42.45        $ .60         $(17.23)        $(16.63)      $ (.58)       $ (.26)        $ (.84)
Year ended 12/31/2007     40.05         1.03            4.39            5.42         (.95)        (2.07)         (3.02)
Year ended 12/31/2006     35.40          .62            6.16            6.78         (.56)        (1.57)         (2.13)
Year ended 12/31/2005     32.25          .58            3.16            3.74         (.59)           --           (.59)
Year ended 12/31/2004     28.85          .61            3.35            3.96         (.56)           --           (.56)
----------------------------------------------------------------------------------------------------------------------------
CLASS R-1:
Year ended 12/31/2008     42.31          .32          (17.18)         (16.86)        (.29)         (.26)          (.55)
Year ended 12/31/2007     39.93          .72            4.33            5.05         (.60)        (2.07)         (2.67)
Year ended 12/31/2006     35.31          .29            6.13            6.42         (.23)        (1.57)         (1.80)
Year ended 12/31/2005     32.18          .29            3.16            3.45         (.32)           --           (.32)
Year ended 12/31/2004     28.79          .37            3.33            3.70         (.31)           --           (.31)
----------------------------------------------------------------------------------------------------------------------------
CLASS R-2:
Year ended 12/31/2008    $42.30        $ .30         $(17.17)        $(16.87)      $ (.28)       $ (.26)        $ (.54)
Year ended 12/31/2007     39.92          .70            4.34            5.04         (.59)        (2.07)         (2.66)
Year ended 12/31/2006     35.29          .30            6.14            6.44         (.24)        (1.57)         (1.81)
Year ended 12/31/2005     32.17          .30            3.14            3.44         (.32)           --           (.32)
Year ended 12/31/2004     28.77          .38            3.34            3.72         (.32)           --           (.32)
----------------------------------------------------------------------------------------------------------------------------
CLASS R-3:
Year ended 12/31/2008     42.38          .48          (17.20)         (16.72)        (.46)         (.26)          (.72)
Year ended 12/31/2007     39.98          .92            4.34            5.26         (.79)        (2.07)         (2.86)
Year ended 12/31/2006     35.35          .47            6.14            6.61         (.41)        (1.57)         (1.98)
Year ended 12/31/2005     32.21          .45            3.16            3.61         (.47)           --           (.47)
Year ended 12/31/2004     28.82          .50            3.33            3.83         (.44)           --           (.44)
----------------------------------------------------------------------------------------------------------------------------
CLASS R-4:
Year ended 12/31/2008     42.39          .58          (17.19)         (16.61)        (.57)         (.26)          (.83)
Year ended 12/31/2007     39.99         1.05            4.34            5.39         (.92)        (2.07)         (2.99)
Year ended 12/31/2006     35.36          .59            6.14            6.73         (.53)        (1.57)         (2.10)
Year ended 12/31/2005     32.22          .55            3.16            3.71         (.57)           --           (.57)
Year ended 12/31/2004     28.83          .60            3.33            3.93         (.54)           --           (.54)
----------------------------------------------------------------------------------------------------------------------------
(The Financial Highlights table continues on the following page.)
----------------------------------------------------------------------------------------------------------------------------
CLASS R-5:
Year ended 12/31/2008    $42.46        $ .69         $(17.23)        $(16.54)      $ (.67)       $ (.26)        $ (.93)
Year ended 12/31/2007     40.06         1.18            4.34            5.52        (1.05)        (2.07)         (3.12)
Year ended 12/31/2006     35.41          .71            6.16            6.87         (.65)        (1.57)         (2.22)
Year ended 12/31/2005     32.26          .65            3.17            3.82         (.67)           --           (.67)
Year ended 12/31/2004     28.86          .68            3.35            4.03         (.63)           --           (.63)


                                                              Ratio of     Ratio of
                                                              expenses     expenses
                                                                 to           to
                                                               average      average          Ratio
                                                     Net         net          net           of net
                                                   assets,     assets       assets          income
                        Net asset                  end of      before        after            to
                         value,                     year        reim-        reim-          average
                         end of        Total         (in     bursements/  bursements/         net
                          year     return/3,4/    millions)    waivers    waivers/4/    assets/2,4/
--------------------------------------------------------------------------------------------------------

CLASS A:
Year ended 12/31/2008    $24.98      (39.70)%      $24,443       .63%         .61%           1.70%
Year ended 12/31/2007     42.45       13.55         38,877       .60          .57            2.40
Year ended 12/31/2006     40.05       19.24         32,187       .61          .58            1.60
Year ended 12/31/2005     35.40       11.68         24,390       .62          .60            1.75
Year ended 12/31/2004     32.25       13.91         21,543       .63          .63            2.05
--------------------------------------------------------------------------------------------------------
CLASS R-1:
Year ended 12/31/2008     24.90      (40.16)            61      1.43         1.41             .91
Year ended 12/31/2007     42.31       12.62             57      1.44         1.42            1.67
Year ended 12/31/2006     39.93       18.19             23      1.47         1.43             .74
Year ended 12/31/2005     35.31       10.74             11      1.50         1.46             .88
Year ended 12/31/2004     32.18       12.92              6      1.53         1.49            1.26
--------------------------------------------------------------------------------------------------------
CLASS R-2:
Year ended 12/31/2008    $24.89      (40.19)%      $   366      1.49%        1.47%            .85%
Year ended 12/31/2007     42.30       12.61            471      1.46         1.40            1.62
Year ended 12/31/2006     39.92       18.26            291      1.54         1.41             .77
Year ended 12/31/2005     35.29       10.73            155      1.64         1.43             .91
Year ended 12/31/2004     32.17       13.02             93      1.76         1.45            1.29
--------------------------------------------------------------------------------------------------------
CLASS R-3:
Year ended 12/31/2008     24.94      (39.89)         1,058       .98          .95            1.37
Year ended 12/31/2007     42.38       13.17          1,157       .97          .94            2.12
Year ended 12/31/2006     39.98       18.75            525       .99          .96            1.21
Year ended 12/31/2005     35.35       11.26            220      1.01          .98            1.35
Year ended 12/31/2004     32.21       13.41            125      1.05         1.04            1.69
--------------------------------------------------------------------------------------------------------
CLASS R-4:
Year ended 12/31/2008     24.95      (39.70)           942       .67          .65            1.68
Year ended 12/31/2007     42.39       13.51            879       .66          .64            2.42
Year ended 12/31/2006     39.99       19.12            438       .67          .65            1.52
Year ended 12/31/2005     35.36       11.61            205       .69          .66            1.66
Year ended 12/31/2004     32.22       13.85             80       .69          .69            2.04
--------------------------------------------------------------------------------------------------------
(The Financial Highlights table continues on the following page.)
--------------------------------------------------------------------------------------------------------
CLASS R-5:
Year ended 12/31/2008    $24.99      (39.53)%      $ 1,077       .37%         .35%           1.98%
Year ended 12/31/2007     42.46       13.81          1,014       .37          .34            2.73
Year ended 12/31/2006     40.06       19.50            481       .38          .35            1.83
Year ended 12/31/2005     35.41       11.94            265       .39          .36            1.96
Year ended 12/31/2004     32.26       14.19            141       .39          .39            2.31





                                       24

Fundamental Investors / Prospectus



<PAGE>




                                          YEAR ENDED DECEMBER 31
                           2008        2007        2006        2005         2004
------------------------------------------------------------------------------------

 PORTFOLIO TURNOVER
RATE FOR ALL CLASSES       29%         27%         21%         24%          30%
OF SHARES





                                       25

                                             Fundamental Investors / Prospectus

<PAGE>

1  Based on average shares outstanding.
2  For the year ended December 31, 2007, this column reflects the impact of a
   corporate action event that resulted in a one-time increase to net investment
   income. If the corporate action had not occurred, the Class A net investment
   income per share and ratio of net income to average net assets would have been
   lower by $0.39 and .90%, respectively. The impact to the other share classes
   would have been approximately the same.
3  Total returns exclude any applicable sales charges.

4  This column reflects the impact, if any, of certain reimbursements/waivers
   from Capital Research and Management Company. During the years shown, Capital
   Research and Management Company reduced fees for investment advisory services.
   In addition, during some of the years shown, Capital Research and Management
   Company paid a portion of the fund's transfer agent fees for certain retirement
   plan share classes.


                                       26


                                             Fundamental Investors / Prospectus



<PAGE>

NOTES


                                       27

                                             Fundamental Investors / Prospectus
<PAGE>






[Logo - American Funds /(R)/]            The right choice for the long term/(R)/





FOR SHAREHOLDER SERVICES         American Funds Service Company
                                 800/421-0180

FOR RETIREMENT PLAN SERVICES     Call your employer or plan
                                 administrator

FOR ADVISER MARKETING            American Funds Distributors
                                 800/421-9900

FOR 529 PLANS                    American Funds Service Company
                                 800 /421-0180, ext. 529

FOR 24-HOUR INFORMATION          American FundsLine
                                 800/325-3590
                                 americanfunds.com

Telephone calls you have with the American Funds organization may be
monitored or recorded for quality assurance, verification and/or
recordkeeping purposes. By speaking with us on the telephone, you are
giving your consent to such monitoring and recording.
-----------------------------------------------------------------------------------



MULTIPLE TRANSLATIONS  This prospectus may be translated into other languages.
If there is any inconsistency or ambiguity in the meaning of any translated word
or phrase, the English text will prevail.

ANNUAL/SEMI-ANNUAL REPORT TO SHAREHOLDERS  The shareholder reports contain
additional information about the fund, including financial statements,
investment results, portfolio holdings, a discussion of market conditions and
the fund's investment strategies and the independent registered public
accounting firm's report (in the annual report).

STATEMENT OF ADDITIONAL INFORMATION (SAI) AND CODES OF ETHICS The current SAI,
as amended from time to time, contains more detailed information about the fund,
including the fund's financial statements, and is incorporated by reference into
this prospectus. This means that the current SAI, for legal purposes, is part of
this prospectus. The codes of ethics describe the personal investing policies
adopted by the fund, the fund's investment adviser and its affiliated companies.

The codes of ethics and current SAI are on file with the Securities and Exchange
Commission (SEC). These and other related materials about the fund are available
for review or to be copied at the SEC's Public Reference Room in Washington, DC
(202/551-8090) or on the EDGAR database on the SEC's website at sec.gov or,
after payment of a duplicating fee, via e-mail request to publicinfo@sec.gov or
by writing to the SEC's Public Reference Section, 100 F Street, NE, Washington,
DC 20549-0102. The codes of ethics, current SAI and shareholder reports are also
available, free of charge, on americanfunds.com.

E-DELIVERY AND HOUSEHOLD MAILINGS Each year you are automatically sent an
updated prospectus and annual and semi-annual reports for the fund. You may also
occasionally receive proxy statements for the fund. In order to reduce the
volume of mail you receive, when possible, only one copy of these documents will
be sent to shareholders who are part of the same family and share the same
household address. You may elect to receive these documents electronically in
lieu of paper form by enrolling in e-delivery on our website, americanfunds.com.


If you would like to opt out of household-based mailings or receive a
complimentary copy of the current SAI, codes of ethics or annual/semi-annual
report to shareholders, please call American Funds Service Company at
800/421-0180 or write to the secretary of the fund at P.O. Box 7650, San
Francisco, California 94120.

SECURITIES INVESTOR PROTECTION CORPORATION (SIPC)  Shareholders may obtain
information about SIPC on its website at sipc.org or by calling 202/371-8300.




                                                                                                   Investment Company File No. 811-00032
                                                                                                RPGEPR-910-0309P Litho in USA CGD/B/8032
----------------------------------------------------------------------------------------------------------------------------------------
THE CAPITAL GROUP COMPANIES
American Funds        Capital Research and Management        Capital International        Capital Guardian        Capital Bank and Trust

....
Fundamental Investors, Inc.

Part C
Other Information

Item 23.                      Exhibits for Registration Statement (1940 Act No. 002-10760 and 1933 Act No. 811-00032)

(a-1)
Articles of Incorporation - previously filed (see P/E Amendment No. 81 filed 2/28/97, No. 85 filed 3/13/00, No. 86 filed 3/8/01, No. 87 filed 2/15/02, No. 93 filed 2/28/07 and No. 95 filed 7/1/08)

(a-2)
Articles Supplementary as filed with the State of Maryland 9/26/08

(b)
By-laws – By-laws as amended 5/15/07 – previously filed (see P/E Amendment No. 94 filed 2/29/08)

(c)
Instruments Defining Rights of Security Holders – Form of share certificate –  previously filed (see P/E Amendment No. 86 filed 3/8/01)

(d)
Investment Advisory Contracts – Amended Investment Advisory and Service Agreement dated 9/1/07 – previously filed (see P/E Amendment No. 94 filed 2/29/08)

(e-1)
Underwriting Contracts – Form of Selling Group Agreements – previously filed (see P/E Amendment No. 88 filed 5/13/02); Form of Institutional Selling Group Agreement (see P/E Amendment No. 91 filed 2/28/05); Form of Amendment to Selling Group Agreement effective 11/1/06 – previously filed (see P/E Amendment No. 93 filed 2/28/07); Form of Amendment to Selling Group Agreement effective 2/1/07 – previously filed (see P/E Amendment No. 93 filed 2/28/07); Form of Amendment to Institutional Selling Group Agreement effective 2/1/07 – previously filed (see P/E Amendment No. 94 filed 2/29/08); and Form of Amended and Restated Principal Underwriting Agreement dated 6/16/08 – previously filed (see P/E Amendment No. 95 filed 7/1/08)

(e-2)
Form of Amendment to Selling Group Agreement effective 10/1/08; Form of Amendment to Institutional Selling Group Agreement effective 10/1/08; Form of Class F Share Participation Agreement; Form of Amendment to Class F Share Participation Agreement effective 8/1/08; Form of Bank-Trust Participation Agreement for Class F Shares; and Form of Amendment to Bank-Trust Participation Agreement for Class F Shares effective 8/1/08

(f)
Bonus or Profit Sharing Contracts – Form of Deferred Compensation Plan as amended 1/1/08 – previously filed (see P/E Amendment No. 94 filed 2/29/08)

(g)
Custodian Agreements – Form of Global Custody Agreement dated 12/14/06 – previously filed (see P/E Amendment No. 93 filed 2/28/07)

(h-1)
Other Material Contracts - Amended Shareholder Services Agreement as of 4/1/03 - previously filed (see P/E Amendment No. 90 filed 2/26/04); and Form of Indemnification Agreement dated 7/1/04 – previously filed – see P/E Amendment 91 filed 2/28/05); Form of Amendment to Shareholder Services Agreement dated 11/1/06 – previously filed (see P/E Amendment No. 93 filed 2/28/07); Form of Amended and Restated Administrative Service Agreement dated 6/16/08 – previously filed (see P/E Amendment No. 95 filed 7/1/08)

(h-2)
Form of Amendment of Amended Shareholder Services Agreement dated 11/1/08

(i)
Legal Opinion – Legal Opinion previously filed (see P/E Amendment No. 85 filed 3/13/00, No. 86 filed 3/8/01, No. 87 filed 2/15/02, No. 88 filed 5/13/02, No. 95 filed 7/1/08)

(j)
Other Opinions – Consent of Independent Registered Public Accounting Firm

(k)
Omitted Financial Statements - none

(l)
Initial capital agreements - not applicable to this filing

(m)
Rule 12b-1 Plan – Forms of Plans of Distribution – Class A Plan of Distribution - previously filed (No. 81 filed 2/28/97); Class 529-A – previously filed (see P/E Amendment No. 87 filed 2/15/02; and Forms of Amended Plans of Distribution for Classes B, C, F, 529-B, 529-C, 529-E, 529-F and R-1, R-2, R-3 and R-4 dated 8/18/05 – previously filed (see P/E Amendment No. 92 filed 2/28/06); Forms of Amendment to Plan of Distribution – Class F-1 and Class 529-F-1 dated 6/16/08 – previously filed (see P/E Amendment No. 95 filed 7/1/08)

(n)
Rule 18f-3 – Form of Amended and Restated Multiple Class Plan dated 6/16/08 – previously filed (see P/E Amendment No. 95 filed 7/1/08)

(o)
Reserved

(p)
Code of Ethics – Code of Ethics for The Capital Group Companies dated December 2008; and Code of Ethics for Registrant dated December 2005


Item 24.                                                                Persons Controlled by or under Common Control with the Fund

None


Item 25.                                                                Indemnification

The Registrant is a joint-insured under Investment Adviser/Mutual Fund Errors and Omissions Policies, which insure its officers and directors against certain liabilities. However, in no event will Registrant maintain insurance to indemnify any such person for any act for which Registrant itself is not permitted to indemnify the individual.

Section 2-418 (b) of The Annotated Code of Maryland states:

Permitted indemnification of director:

1.  
A corporation may indemnify any director made a party to any proceeding by reason of service in that capacity unless it is established that

 
(i)
The act or omission of the director was material to the matter giving rise to the proceeding; and

1.  Was committed in bad faith; or
2.  Was the result of active and deliberate dishonesty; or

 
(ii)
The director actually received an improper personal benefit in money, property, or services; or

 
(iii)
In the case of any criminal proceeding, the director had reasonable cause to believe that the act or omission was unlawful.

 
2.
(i)
Indemnification may be against judgments, penalties, fines, settlements, and reasonable expenses actually incurred by the director in connection with the proceeding.

 
(ii)
However, if the proceeding was one by or in the right of the corporation, indemnification may not be made in respect of any proceeding in which the director shall have been adjudged to be liable to the corporation.

Article VIII of the Registrant's Articles of Incorporation and Article V of the Registrant’s By-Laws as well as the indemnification agreements that the Registrant has entered into with each of its directors who is not an “interested person” of the Registrant (as defined under the Investment Company Act of 1940, as amended), provide in effect that the Registrant will indemnify its officers and directors against any liability or expenses actually and reasonably incurred by such person in any proceeding arising out of or in connection with his or her service to the Registrant, to the fullest extent permitted by applicable law, subject to certain conditions.  In accordance with Section 17(h) and 17(i) of the Investment Company Act of 1940, as amended, and their respective terms, these provisions do not protect any person against any liability to the Registrant or its shareholders to which such person would otherwise be subject by reason of willful misfeasance, bad faith, gross negligence, or reckless disregard of the duties involved in the conduct of his or her office.

Insofar as indemnification for liability arising under the Securities Act of 1933 may be permitted to directors, officers and controlling persons of the Registrant pursuant to the foregoing provisions, or otherwise, the Registrant has been advised that in the opinion of the U.S. Securities and Exchange Commission such indemnification is against public policy as expressed in the Act and is, therefore, unenforceable. In the event that a claim for indemnification against such liabilities (other than the payment by the Registrant of expenses incurred or paid by a director, officer or controlling person of the Registrant in the successful defense of any action, suit or proceeding) is asserted by such director, officer or controlling person in connection with the securities being registered, the Registrant will, unless in the opinion of its counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question whether such indemnification by it is against public policy as expressed in the Act and will be governed by the final adjudication of such issue.

Registrant will comply with the indemnification requirements contained in the Investment Company Act of 1940, as amended, and Release Nos. 7221 (June 9, 1972) and 11330 (September 4, 1980).


Item 26.                      Business and Other Connections of the Investment Adviser

None


Item 27.                      Principal Underwriters

(a)           American Funds Distributors, Inc. is also the Principal Underwriter of shares of:  AMCAP Fund, Inc., American Balanced Fund, Inc., The American Funds Income Series, American Funds Target Date Retirement Series, Inc., The American Funds Tax-Exempt Series I, The American Funds Tax-Exempt Series II, American High-Income Municipal Bond Fund, Inc., American High-Income Trust, American Mutual Fund, Inc., The Bond Fund of America, Inc., Capital Income Builder, Inc., Capital World Bond Fund, Inc., Capital World Growth and Income Fund, Inc., The Cash Management Trust of America, Endowments, EuroPacific Growth Fund, The Growth Fund of America, Inc., The Income Fund of America, Inc., Intermediate Bond Fund of America, International Growth and Income Fund, Inc., The Investment Company of America, Limited Term Tax-Exempt Bond Fund of America, The New Economy Fund, New Perspective Fund, Inc., New World Fund, Inc., Short-Term Bond Fund of America, Inc., SMALLCAP World Fund, Inc., The Tax-Exempt Bond Fund of America, Inc., The Tax-Exempt Money Fund of America, The U.S. Treasury Money Fund of America and Washington Mutual Investors Fund, Inc.

(b)

 
(1)
Name and Principal
Business Address
 
(2)
Positions and Offices
with Underwriter
(3)
Positions and Offices
with Registrant
LAO
E. Grant Abramson
 
Vice President
None
LAO
David L. Abzug
 
Vice President
None
LAO
William C. Anderson
 
Vice President
None
LAO
Robert B. Aprison
 
Senior Vice President
None
LAO
T. Patrick Bardsley
 
Regional Vice President
None
LAO
Shakeel A. Barkat
 
Vice President
None
LAO
Thomas M. Bartow
 
Senior Vice President
None
IRV
Carl R. Bauer
 
Vice President
None
LAO
Michelle A. Bergeron
 
Senior Vice President
None
LAO
J. Walter Best, Jr.
 
Senior Vice President
None
LAO
Roger J. Bianco, Jr.
 
Regional Vice President
None
LAO
John A. Blanchard
 
Senior Vice President
None
LAO
Randall L. Blanchetti
 
Regional Vice President
None
LAO
Gerard M. Bockstie, Jr.
 
Regional Vice President
None
LAO
Jonathan W. Botts
Regional Vice President
None
LAO
Bill Brady
Senior Vice President
None
LAO
Mick L. Brethower
 
Senior Vice President
None
LAO
C. Alan Brown
 
Vice President
None
IRV
William H. Bryan
 
Regional Vice President
None
LAO
Sheryl M. Burford
 
Assistant Vice President
None
IRV
J. Peter Burns
 
Vice President
None
LAO
Steven Calabria
 
Vice President
None
LAO
Thomas E. Callahan
 
Regional Vice President
None
SNO
Kathleen D. Campbell
 
Vice President
None
LAO
Matthew C. Carlisle
 
Vice President
None
LAO
Jason S. Carlough
 
Regional Vice President
None
LAO
Damian F. Carroll
 
Vice President
None
LAO
James D. Carter
 
Regional Vice President
None
LAO
Brian C. Casey
 
Senior Vice President
None
LAO
Victor C. Cassato
 
Senior Vice President
None
LAO
Christopher J. Cassin
 
Senior Vice President
None
LAO
Denise M. Cassin
Director, Senior Vice President and Director of AFIG and Dealer Relations
None
LAO
David D. Charlton
 
Director, Senior Vice President and Director Individual Investor and Advisory Business
 
None
LAO
Thomas M. Charon
Vice President
None
LAO
Wellington Choi
 
Vice President
None
LAO
Paul A. Cieslik
 
Vice President
None
LAO
Kevin G. Clifford
 
 
Director, President and
Chief Executive Officer
 
None
HRO
Cheri Coleman
 
Vice President
None
LAO
Ruth M. Collier
 
Director, Senior Vice President
None
SNO
David Coolbaugh
 
Vice President
None
LAO
Carlo O. Cordasco
 
Regional Vice President
None
LAO
Charles H. Cote
 
Regional Vice President
None
LAO
Thomas E. Cournoyer
 
Vice President
None
LAO
Michael D. Cravotta
 
Assistant Vice President
None
LAO
Joseph G. Cronin
 
Vice President
None
LAO
D. Erick Crowdus
 
Regional Vice President
None
LAO
Christopher J. Curran
 
Regional Vice President
None
LAO
William F. Daugherty
 
Vice President
None
LAO
Peter J. Deavan
 
Regional Vice President
None
LAO
Guy E. Decker
 
Vice President
None
LAO
Daniel J. Delianedis
Senior Vice President
None
LAO
James W. DeLouise
 
Assistant Vice President
None
LAO
Jeffrey C. Denny
 
Regional Vice President
None
 
James A. DePerno, Jr.
570 Porterville Road
East Aurora, NY 14052
 
Senior Vice President
None
LAO
Bruce L. DePriester
 
 
 
Director,
Senior Vice President,
Treasurer and Controller
 
None
LAO
Lori A. Deuberry
 
Regional Vice President
None
LAO
Dianne M. Dexter
 
Assistant Vice President
None
LAO
Thomas J. Dickson
 
Vice President
None
LAO
Michael A. DiLella
 
Senior Vice President
None
NYO
Dean M. Dolan
 
Vice President
None
LAO
Hedy B. Donahue
 
Assistant Vice President
None
LAO
Michael J. Downer
 
Director
None
LAO
Craig A. Duglin
 
Regional Vice President
None
LAO
Michael J. Dullaghan
 
Vice President
None
IND
Lloyd G. Edwards
Senior Vice President
None
LAO
Timothy L. Ellis
Senior Vice President
None
LAO
Kristopher A. Feldmeyer
 
Regional Vice President
None
LAO
Lorna Fitzgerald
 
Vice President
None
LAO
William F. Flannery
 
Vice President
None
LAO
John R. Fodor
 
 
Director, Executive Vice President
None
LAO
Charles L. Freadhoff
 
Vice President
None
LAO
Daniel B. Frick
 
Vice President
None
LAO
Linda S. Gardner
 
Vice President
None
LAO
Keith R. George
 
Regional Vice President
None
IRV
Lori A. Giacomini
 
Assistant Vice President
None
LAO
J. Christopher Gies
 
Senior Vice President
None
LAO
David M. Givner
 
Secretary
None
LAO
Jack E. Goldin
 
Regional Vice President
None
LAO
Earl C. Gottschalk
 
Vice President
None
LAO
Jeffrey J. Greiner
 
Director, Senior Vice President
None
LAO
Eric M. Grey
Vice President
None
NYO
Maura S. Griffin
 
Assistant Vice President
None
IRV
Steven Guida
 
Director, Senior Vice President
None
IRV
Mariellen Hamann
 
Vice President
None
LAO
Derek S. Hansen
Vice President
None
LAO
Calvin L. Harrelson, III
 
Vice President
None
LAO
Robert J. Hartig, Jr.
 
Vice President
None
LAO
Craig W. Hartigan
 
Regional Vice President
None
LAO
Linda M. Hines
 
Vice President
None
LAO
Steven J. Hipsley
 
Regional Vice President
None
LAO
Russell K. Holliday
 
Vice President
None
LAO
Heidi Horwitz-Marcus
 
Regional Vice President
None
LAO
Kevin B. Hughes
 
Vice President
None
LAO
Ronald R. Hulsey
 
Senior Vice President
None
LAO
Marc Ialeggio
 
Vice President
None
LAO
Robert S. Irish
 
Senior Vice President
None
HRO
Jill Jackson-Chavis
 
Vice President
None
IND
David K. Jacocks
 
Assistant Vice President
None
LAO
Linda Johnson
 
Vice President
None
GVO-1
Joanna F. Jonsson
 
Director
None
IRV
Damien M. Jordan
 
Senior Vice President
None
LAO
Marc J. Kaplan
 
Vice President
None
LAO
John P. Keating
 
Senior Vice President
None
LAO
Brian G. Kelly
Regional Vice President
None
LAO
Ryan C. Kidwell
 
Regional Vice President
None
LAO
Andrew J. Kilbride
 
Vice President
None
LAO
Mark Kistler
 
Regional Vice President
None
NYO
Dorothy Klock
 
Vice President
None
LAO
Dianne L. Koske
 
Vice President
None
IRV
Elizabeth K. Koster
 
Vice President
None
LAO
Christopher F. Lanzafame
 
Regional Vice President
None
LAO
Patricia D. Lathrop
 
Regional Vice President
None
IRV
Laura Lavery
 
Vice President
None
 
R. Andrew LeBlanc
78 Eton Road
Garden City, NY 11530
 
Vice President
None
LAO
Clay M. Leveritt
 
Regional Vice President
None
LAO
Susan B. Lewis
 
Assistant Vice President
None
LAO
T. Blake Liberty
 
Vice President
None
LAO
Mark J. Lien
 
Vice President
None
LAO
Lorin E. Liesy
 
Vice President
None
LAO
Louis K. Linquata
 
Vice President
None
HRO
Maria M. Lockard
 
Assistant Vice President
None
LAO
William J. Maguire
 
Regional Vice President
None
 
Brendan T. Mahoney
1 Union Avenue, Suite One
Sudbury, MA 01776
 
Vice President
None
LAO
Nathan G. Mains
 
Regional Vice President
None
 
Stephen A. Malbasa
13405 Lake Shore Blvd.
Cleveland, OH  44110
 
Director, Senior Vice President and Director of Retirement Plan Business
None
LAO
Paul R. Mayeda
 
Assistant Vice President
None
LAO
Eleanor P. Maynard
 
Vice President
None
LAO
Christopher McCarthy
 
Vice President
None
LAO
James R. McCrary
 
Vice President
None
LAO
Joseph A. McCreesh, III
 
Regional Vice President
None
LAO
Will McKenna
 
Vice President
None
SNO
John V. McLaughlin
 
Senior Vice President
None
LAO
Scott M. Meade
 
Senior Vice President
None
LAO
Daniel P. Melehan
 
Regional Vice President
None
LAO
William T. Mills
 
Regional Vice President
None
LAO
James R. Mitchell III
 
Regional Vice President
None
LAO
Charles L. Mitsakos
 
Regional Vice President
None
LAO
Monty L. Moncrief
 
Vice President
None
LAO
David H. Morrison
 
Regional Vice President
None
LAO
Andrew J. Moscardini
 
Vice President
None
LAO
Brian D. Munson
 
Regional Vice President
None
LAO
Jack Nitowitz
 
Assistant Vice President
None
LAO
William E. Noe
 
Senior Vice President
None
LAO
Jonathan H. O’Flynn
 
Regional Vice President
None
LAO
Eric P. Olson
 
Senior Vice President
None
LAO
Jeffrey A. Olson
 
Vice President
None
LAO
Thomas A. O’Neil
 
Regional Vice President
None
LAO
Shawn M. O’Sullivan
 
Regional Vice President
None
LAO
Michael W. Pak
 
Regional Vice President
None
LAO
W. Burke Patterson, Jr.
 
Vice President
None
LAO
Gary A. Peace
 
Senior Vice President
None
LAO
Samuel W. Perry
Vice President
None
LAO
Raleigh G. Peters
 
Regional Vice President
None
LAO
David K. Petzke
 
Senior Vice President
None
IRV
John H. Phelan, Jr.
 
Director
None
LAO
Fredric Phillips
 
Senior Vice President
None
LAO
John Pinto
Vice President
None
LAO
Carl S. Platou
 
Senior Vice President
None
LAO
Charles R. Porcher
 
Regional Vice President
None
LAO
Julie K. Prather
 
Vice President
None
SNO
Richard P. Prior
 
Vice President
None
LAO
Steven J. Quagrello
 
Regional Vice President
None
LAO
Mike Quinn
 
Vice President
None
LAO
John W. Rankin
 
Regional Vice President
None
LAO
Jennifer D. Rasner
 
Regional Vice President
None
LAO
James P. Rayburn
 
Regional Vice President
None
LAO
Rene M. Reincke
Vice President
None
LAO
Mark S. Reischmann
Regional Vice President
None
LAO
Steven J. Reitman
 
Senior Vice President
None
LAO
Brian A. Roberts
 
Vice President
None
LAO
Jeffrey Robinson
 
Regional Vice President
None
LAO
Suzette M. Rothberg
 
Regional Vice President
None
LAO
James F. Rothenberg
 
 
Non-Executive Chairman and Director
Vice Chairman
LAO
Romolo D. Rottura
 
Vice President
None
LAO
Douglas F. Rowe
 
Senior Vice President
None
LAO
William M. Ryan
 
Regional Vice President
None
LAO
Dean B. Rydquist
 
 
 
Director,
Senior Vice President,
Chief Compliance Officer
 
None
LAO
Richard A. Sabec, Jr.
 
Vice President
None
LAO
Richard R. Samson
 
Senior Vice President
None
HRO
Diane Sawyer
 
Senior Vice President
None
LAO
Joseph D. Scarpitti
 
Senior Vice President
None
LAO
Kim D. Schmidt
 
Assistant Vice President
None
LAO
Shane D. Schofield
 
Vice President
None
LAO
David L. Schroeder
Assistant Vice President
None
LAO
Mark A. Seaman
Vice President
None
SNO
Sherrie L. Senft
 
Vice President
None
LAO
James J. Sewell III
 
Regional Vice President
None
LAO
Arthur M. Sgroi
 
Vice President
None
LAO
Steven D. Shackelford
 
Regional Vice President
None
LAO
R. Michael Shanahan
 
Director
None
LAO
Michael J. Sheldon
 
Vice President
None
LAO
Frederic J. Shipp
Regional Vice President
None
LAO
Daniel S. Shore
 
Vice President
None
LAO
Brad Short
 
Vice President
None
LAO
Nathan W. Simmons
 
Regional Vice President
None
LAO
William P. Simon, Jr.
Director, Senior Vice President
None
LAO
Connie F. Sjursen
 
Vice President
None
LAO
Jerry L. Slater
 
Senior Vice President
None
LAO-W
John H. Smet
 
Director
None
LAO
Rodney G. Smith
 
Senior Vice President
None
SNO
Stacy D. Smolka
 
Assistant Vice President
None
LAO
J. Eric Snively
 
Regional Vice President
None
LAO
Anthony L. Soave
 
Vice President
None
LAO
Therese L. Soullier
 
Vice President
None
LAO
Nicholas D. Spadaccini
 
Senior Vice President
None
LAO
Kristen J. Spazafumo
 
Vice President
None
LAO
Mark D. Steburg
 
Vice President
None
LAO
Michael P. Stern
 
Regional Vice President
None
LAO
Brad Stillwagon
 
Vice President
None
LAO
Thomas A. Stout
 
Vice President
None
LAO
Craig R. Strauser
 
Senior Vice President
None
LAO
Libby J. Syth
 
Vice President
None
LAO
Drew W. Taylor
 
Vice President
None
LAO
Larry I. Thatt
 
Assistant Vice President
None
LAO
Gary J. Thoma
 
Vice President
None
LAO
Cynthia M. Thompson
 
Vice President
None
LAO
David R. Therrien
 
Assistant Vice President
None
LAO
Mark R. Threlfall
 
Regional Vice President
None
LAO
David Tippets
 
Regional Vice President
None
IND
James P. Toomey
 
Vice President
None
LAO
Luke N. Trammel
 
Regional Vice President
None
IND
Christopher E. Trede
 
Vice President
None
LAO
Scott W. Ursin-Smith
 
Director, Senior Vice President
None
SNO
Cindy Vaquiax
 
Vice President
None
LAO
Srinkanth Vemuri
 
Regional Vice President
None
LAO
J. David Viale
 
Senior Vice President
None
DCO
Bradley J. Vogt
 
Director
None
LAO
Sherrie S. Walling
Assistant Vice President
None
SNO
Chris L. Wammack
Assistant Vice President
None
LAO
Thomas E. Warren
Senior Vice President
None
LAO
Gregory J. Weimer
 
Senior Vice President
None
SFO
Gregory W. Wendt
 
Director
None
LAO
George J. Wenzel
 
Vice President
None
LAO
Jason M. Weybrecht
 
Regional Vice President
None
LAO
Brian E. Whalen
 
Vice President
None
LAO
William C. Whittington
 
Regional Vice President
None
LAO
N. Dexter Williams, Jr.
 
Senior Vice President
None
LAO
Alan J. Wilson
 
Director
None
LAO
Andrew L. Wilson
 
Vice President
None
LAO
Steven C. Wilson
 
Regional Vice President
None
LAO
Timothy J. Wilson
 
Director, Senior Vice President
None
LAO
Kurt A. Wuestenberg
 
Vice President
None
 
William R. Yost
9463 Olympia Drive
Eden Prairie, MN  55347
 
Senior Vice President
None
LAO
Jason P. Young
 
Vice President
None
LAO
Jonathan A. Young
 
Regional Vice President
None
LAO
Scott D. Zambon
 
Regional Vice President
None

__________
DCO
Business Address, 3000 K Street N.W., Suite 230, Washington, DC 20007-5140
GVO-1
Business Address, 3 Place des Bergues, 1201 Geneva, Switzerland
HRO
Business Address, 5300 Robin Hood Road, Norfolk, VA 23513
IND
Business Address, 8332 Woodfield Crossing Blvd., Indianapolis, IN 46240
IRV
Business Address, 6455 Irvine Center Drive, Irvine, CA 92618
LAO
Business Address, 333 South Hope Street, Los Angeles, CA  90071
LAO-W
Business Address, 11100 Santa Monica Blvd., 15th Floor, Los Angeles, CA  90025
NYO
Business Address, 630 Fifth Avenue, 36th Floor, New York, NY 10111
SFO
Business Address, One Market, Steuart Tower, Suite 1800, San Francisco, CA 94105
SNO
Business Address, 3500 Wiseman Boulevard, San Antonio, TX  78251

(c)           None


Item 28.
Location of Accounts and Records

Accounts, books and other records required by Rules 31a-1 and 31a-2 under the Investment Company Act of 1940, as amended, are maintained and held in the offices of the Registrant’s investment adviser, Capital Research and Management Company, 333 South Hope Street, Los Angeles, California 90071; 6455 Irvine Center Drive, Irvine, California 92618; and/or 5300 Robin Hood Road, Norfolk, Virginia 23513.

Registrant's records covering shareholder accounts are maintained and kept by its transfer agent, American Funds Service Company, 6455 Irvine Center Drive, Irvine, California 92618; 8332 Woodfield Crossing Boulevard, Indianapolis, IN 46240; 10001 North 92nd Street, Suite 100; Scottsdale, Arizona 85258; 3500 Wiseman Boulevard, San Antonio, Texas 78251; and 5300 Robin Hood Road, Norfolk, Virginia  23513.

Registrant's records covering portfolio transactions are maintained and kept by its custodian, State Street Bank and Trust Company, One Lincoln Street, Boston, Massachusetts 02111.


Item 29.
Management Services

None


Item 30.
Undertakings

n/a

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933 and the Investment Company Act of 1940 the Registrant certifies that it meets all of the requirements for effectiveness of this registration statement under Rule 485(b) under the Securities Act of 1933 and has duly caused this registration statement to be signed on its behalf by the undersigned, duly authorized, in the City and County of San Francisco, and State of California on the 25th day of February, 2009.

FUNDAMENTAL INVESTORS, INC.

By: /s/ Patrick F. Quan
(Patrick F. Quan, Secretary)

Pursuant to the requirements of the Securities Act of 1933, this registration statement has been signed below on February 25, 2009 by the following persons in the capacities indicated.

 
Signature
Title
(1)
Principal Executive Officer:
 
/s/ Paul G. Haaga, Jr.                                         
Executive Vice President
 
(Paul G. Haaga, Jr.)
 
(2)
Principal Financial Officer and Principal Accounting Officer:
 
/s/ Jeffrey P. Regal                                         
Treasurer
 
(Jeffrey P. Regal)
     
(3)
Directors:
 
Ronald P. Badie*
Director
 
Joseph C. Berenato*
Director
 
Louise H. Bryson*
Director
 
Robert J. Denison*
Director
 
Robert A. Fox*
Director
 
Leonade D. Jones*
Director
 
John G. McDonald*
Director
 
Gail L. Neale*
Director
 
/s/ Dina N. Perry
President and Director
 
(Dina N. Perry)
 
Henry E. Riggs*
Chairman of the Board (Independent and Non-Executive)
 
/s/ James F. Rothenberg
Vice Chairman
 
(James F. Rothenberg)
 
Patricia K. Woolf*
Director
 
/s/ Patrick F. Quan                                         
 
 
(Patrick F. Quan, Attorney-in-Fact, Powers of Attorney enclosed)
 

Counsel represents that the amendment does not contain disclosures that would make the amendment ineligible for effectiveness under the provisions of Rule 485(b).

/s/ Katherine H. Newhall
(Katherine H. Newhall, Counsel)
POWER OF ATTORNEY

I, Ronald P. Badie, the undersigned Board member of the following registered investment companies(collectively, the “Funds”):

Endowments (File No. 002-34371, File No. 811-01884)
Fundamental Investors, Inc. (File No. 002-10760, File No. 811-00032)
The Growth Fund of America, Inc. (File No. 002-14728, File No. 811-00862)

hereby revoke all previous powers of attorney I have signed and otherwise act in my name and behalf in matters involving the Fund and do hereby constitute and appoint

Vincent P. Corti
Chad L. Norton
Patrick F. Quan
Kimberly S. Verdick
Steven I. Koszalka
Tanya Schneider
Courtney R. Taylor
Dori Laskin
Jeffrey P. Regal

each of them singularly, my true and lawful attorneys-in-fact, with full power of substitution, and with full power to each of them, to sign for me and in my name in the appropriate capacities, all Registration Statements of the Fund on Form N-1A, any and all subsequent Amendments, or Post-Effective Amendments to said Registration Statement on Form N-1A or any successor thereto, and any supplements or other instruments in connection therewith, and generally to do all such things in my name and behalf in connection therewith as said attorneys-in-fact deem necessary or appropriate, to comply with the provisions of the Securities Act of 1933 and the Investment Company Act of 1940 as amended, and all related requirements of the U. S. Securities and Exchange Commission.  I hereby ratify and confirm all that said attorneys-in-fact or their substitutes may do or cause to be done by virtue hereof.

EXECUTED at Flintridge, CA, this 25th day of August, 2008.
(City, State)


/s/ Ronald P. Badie
Ronald P. Badie, Board member

POWER OF ATTORNEY

I, Joseph C. Berenato, the undersigned Board member of the following registered investment companies (collectively, the “Funds”):

Capital Income Builder, Inc. (File No. 033-12967, File No. 811-05085)
Capital World Growth and Income Fund, Inc. (File No. 033-54444, File No. 811-07338)
Fundamental Investors, Inc. (File No. 002-10760, File No. 811-00032)
The Growth Fund of America, Inc. (File No. 002-14728, File No. 811-00862)
The New Economy Fund  (File No. 002-83848, File No. 811-03735)
SMALLCAP World Fund, Inc. (File No. 033-32785, File No. 811-05888)

hereby revoke all previous powers of attorney I have signed and otherwise act in my name and behalf in matters involving the Funds and do hereby constitute and appoint

Vincent P. Corti
Chad L. Norton
Patrick F. Quan
Kimberly S. Verdick
Steven I. Koszalka
Tanya Schneider
Courtney R. Taylor
David A. Pritchett
Jeffrey P. Regal

each of them singularly, my true and lawful attorneys-in-fact, with full power of substitution, and with full power to each of them, to sign for me and in my name in the appropriate capacities, all Registration Statements of the Funds on Form N-1A, any and all subsequent Amendments, or Post-Effective Amendments to said Registration Statement on Form N-1A or any successor thereto, and any supplements or other instruments in connection therewith, and generally to do all such things in my name and behalf in connection therewith as said attorneys-in-fact deem necessary or appropriate, to comply with the provisions of the Securities Act of 1933 and the Investment Company Act of 1940 as amended, and all related requirements of the U. S. Securities and Exchange Commission.  I hereby ratify and confirm all that said attorneys-in-fact or their substitutes may do or cause to be done by virtue hereof.

EXECUTED at Carson, CA, this 8th day of August, 2008.
(City, State)


/s/ Joseph C. Berenato
Joseph C. Berenato, Board member
POWER OF ATTORNEY

I, Louise H. Bryson, the undersigned Board member of the following registered investment companies(collectively, the “Funds”):

Fundamental Investors, Inc. (File No. 002-10760, File No. 811-00032)
The Growth Fund of America, Inc. (File No. 002-14728, File No. 811-00862)
The Investment Company of America (File No. 002-10811, File No. 811-00116)

hereby revoke all previous powers of attorney I have signed and otherwise act in my name and behalf in matters involving the Fund and do hereby constitute and appoint

Vincent P. Corti
Chad L. Norton
Patrick F. Quan
Kimberly S. Verdick
Steven I. Koszalka
Tanya Schneider
Courtney R. Taylor
Jeffrey P. Regal
Carmelo Spinella

each of them singularly, my true and lawful attorneys-in-fact, with full power of substitution, and with full power to each of them, to sign for me and in my name in the appropriate capacities, all Registration Statements of the Fund on Form N-1A, any and all subsequent Amendments, or Post-Effective Amendments to said Registration Statement on Form N-1A or any successor thereto, and any supplements or other instruments in connection therewith, and generally to do all such things in my name and behalf in connection therewith as said attorneys-in-fact deem necessary or appropriate, to comply with the provisions of the Securities Act of 1933 and the Investment Company Act of 1940 as amended, and all related requirements of the U. S. Securities and Exchange Commission.  I hereby ratify and confirm all that said attorneys-in-fact or their substitutes may do or cause to be done by virtue hereof.

EXECUTED at Los Angeles, CA, this 7th day of August, 2008.
(City, State)


/s/ Louise H. Bryson
Louise H. Bryson, Board member
POWER OF ATTORNEY

I, Robert J. Denison, the undersigned Board member of the following registered investment companies (collectively, the “Funds”):

Capital Income Builder, Inc. (File No. 033-12967, File No. 811-05085)
Capital World Growth and Income Fund (File No. 033-54444, File No. 811-07338)
Endowments (File No. 002-34371, File No. 811-01884)
Fundamental Investors, Inc. (File No. 002-10760, File No. 811-00032)
The Growth Fund of America, Inc. (File No. 002-14728, File No. 811-00862)

hereby revoke all previous powers of attorney I have signed and otherwise act in my name and behalf in matters involving the Funds and do hereby constitute and appoint

Vincent P. Corti
Chad L. Norton
Patrick F. Quan
Kimberly S. Verdick
Steven I. Koszalka
Tanya Schneider
Courtney R. Taylor
Dori Laskin
Jeffrey P. Regal

each of them singularly, my true and lawful attorneys-in-fact, with full power of substitution, and with full power to each of them, to sign for me and in my name in the appropriate capacities, all Registration Statements of the Funds on Form N-1A, any and all subsequent Amendments, or Post-Effective Amendments to said Registration Statement on Form N-1A or any successor thereto, and any supplements or other instruments in connection therewith, and generally to do all such things in my name and behalf in connection therewith as said attorneys-in-fact deem necessary or appropriate, to comply with the provisions of the Securities Act of 1933 and the Investment Company Act of 1940 as amended, and all related requirements of the U. S. Securities and Exchange Commission.  I hereby ratify and confirm all that said attorneys-in-fact or their substitutes may do or cause to be done by virtue hereof.

EXECUTED at Santa Fe, NM, this 8th day of August, 2008.
(City, State)


/s/ Robert J. Denison
Robert J. Denison, Board member
POWER OF ATTORNEY

I, Robert A. Fox, the undersigned Board member of the following registered investment companies (collectively, the “Funds”):

American Balanced Fund, Inc. (File No. 002-10758, File No. 811-00066)
EuroPacific Growth Fund (File No. 002-83847, File No. 811-03734)
Fundamental Investors, Inc. (File No. 002-10760, File No. 811-00032)
The Growth Fund of America, Inc.  (File No. 002-14728, File No. 811-00862)
The Income Fund of America, Inc. (File No. 002-33371, File No. 811-01880)
International Growth and Income Fund, Inc. (File No. 333-152323, File No. 811-22215)
New Perspective Fund, Inc. (File No. 002-47749, File No. 811-02333)
New World Fund, Inc. (File No. 333-67455, File No. 811-09105)

hereby revoke all previous powers of attorney I have signed and otherwise act in my name and behalf in matters involving the Funds and do hereby constitute and appoint

Vincent P. Corti
Chad L. Norton
Patrick F. Quan
Kimberly S. Verdick
Steven I. Koszalka
Tanya Schneider
Courtney R. Taylor
Jennifer M. Buchheim
Bryan K. Nielsen
Jeffrey P. Regal

each of them singularly, my true and lawful attorneys-in-fact, with full power of substitution, and with full power to each of them, to sign for me and in my name in the appropriate capacities, all Registration Statements of the Funds on Form N-1A, any and all subsequent Amendments, or Post-Effective Amendments to said Registration Statement on Form N-1A or any successor thereto, and any supplements or other instruments in connection therewith, and generally to do all such things in my name and behalf in connection therewith as said attorneys-in-fact deem necessary or appropriate, to comply with the provisions of the Securities Act of 1933 and the Investment Company Act of 1940 as amended, and all related requirements of the U. S. Securities and Exchange Commission.  I hereby ratify and confirm all that said attorneys-in-fact or their substitutes may do or cause to be done by virtue hereof.

EXECUTED at Reno, NV, this 8th day of August, 2008.
(City, State)


/s/ Robert A. Fox
Robert A. Fox, Board member
POWER OF ATTORNEY

I, Leonade D. Jones, the undersigned Board member of the following registered investment companies (collectively, the “Funds”):

American Balanced Fund, Inc. (File No. 002-10758, File No. 811-00066)
Fundamental Investors, Inc. (File No. 002-10760, File No. 811-00032)
The Growth Fund of America, Inc. (File No. 002-14728, File No. 811-00862)
The Income Fund of America, Inc. (File No. 002-33371, File No. 811-01880)
International Growth and Income Fund, Inc. (File No. 333-152323, File No. 811-22215)
The New Economy Fund  (File No. 002-83848, File No. 811-03735)
SMALLCAP World Fund, Inc. (File No. 033-32785, File No. 811-05888)

hereby revoke all previous powers of attorney I have signed and otherwise act in my name and behalf in matters involving the Funds and do hereby constitute and appoint

Vincent P. Corti
Chad L. Norton
Patrick F. Quan
Kimberly S. Verdick
Steven I. Koszalka
Tanya Schneider
Courtney R. Taylor
Jennifer M. Buchheim
David A. Pritchett
Jeffrey P. Regal

each of them singularly, my true and lawful attorneys-in-fact, with full power of substitution, and with full power to each of them, to sign for me and in my name in the appropriate capacities, all Registration Statements of the Funds on Form N-1A, any and all subsequent Amendments, or Post-Effective Amendments to said Registration Statement on Form N-1A or any successor thereto, and any supplements or other instruments in connection therewith, and generally to do all such things in my name and behalf in connection therewith as said attorneys-in-fact deem necessary or appropriate, to comply with the provisions of the Securities Act of 1933 and the Investment Company Act of 1940 as amended, and all related requirements of the U. S. Securities and Exchange Commission.  I hereby ratify and confirm all that said attorneys-in-fact or their substitutes may do or cause to be done by virtue hereof.

EXECUTED at Washington, DC, this 11th day of August, 2008.
(City, State)


/s/ Leonade D. Jones
Leonade D. Jones, Board member
POWER OF ATTORNEY

I, John G. McDonald, the undersigned Board member of the following registered investment companies (collectively, the “Funds”):

American Balanced Fund, Inc. (File No. 002-10758, File No. 811-00066)
EuroPacific Growth Fund (File No. 002-83847, File No. 811-03734)
Fundamental Investors, Inc. (File No. 002-10760, File No. 811-00032)
The Growth Fund of America, Inc. (File No. 002-14728, File No. 811-00862)
The Income Fund of America, Inc. (File No. 002-33371, File No. 811-01880)
International Growth and Income Fund, Inc. (File No. 333-152323, File No. 811-22215)
The Investment Company of America (File No. 002-10811, File No. 811-00116)
New Perspective Fund, Inc. (File No. 002-47749, File No. 811-02333)
New World Fund, Inc. (File No. 333-67455, File No. 811-09105)

hereby revoke all previous powers of attorney I have signed and otherwise act in my name and behalf in matters involving the Funds and do hereby constitute and appoint

Vincent P. Corti
Chad L. Norton
Patrick F. Quan
Kimberly S. Verdick
Steven I. Koszalka
Tanya Schneider
Courtney R. Taylor
Jennifer M. Buchheim
Bryan K. Nielsen
Jeffrey P. Regal
Carmelo Spinella

each of them singularly, my true and lawful attorneys-in-fact, with full power of substitution, and with full power to each of them, to sign for me and in my name in the appropriate capacities, all Registration Statements of the Funds on Form N-1A, any and all subsequent Amendments, or Post-Effective Amendments to said Registration Statement on Form N-1A or any successor thereto, and any supplements or other instruments in connection therewith, and generally to do all such things in my name and behalf in connection therewith as said attorneys-in-fact deem necessary or appropriate, to comply with the provisions of the Securities Act of 1933 and the Investment Company Act of 1940 as amended, and all related requirements of the U. S. Securities and Exchange Commission.  I hereby ratify and confirm all that said attorneys-in-fact or their substitutes may do or cause to be done by virtue hereof.

EXECUTED at Stanford, CA, this 6th day of August, 2008.
(City, State)


/s/ John G. McDonald
John G. McDonald, Board member
POWER OF ATTORNEY

I, Gail L. Neale, the undersigned Board member of the following registered investment companies (collectively, the “Funds”):

Capital Income Builder, Inc. (File No. 033-12967, File No. 811-05085)
Capital World Growth and Income Fund, Inc. (File No. 033-54444, File No. 811-07338)
Fundamental Investors, Inc. (File No. 002-10760, File No. 811-00032)
The Growth Fund of America, Inc. (File No. 002-14728, File No. 811-00862)

hereby revoke all previous powers of attorney I have signed and otherwise act in my name and behalf in matters involving the Funds and do hereby constitute and appoint

Vincent P. Corti
Chad L. Norton
Patrick F. Quan
Kimberly S. Verdick
Steven I. Koszalka
Tanya Schneider
Courtney R. Taylor
Jeffrey P. Regal

each of them singularly, my true and lawful attorneys-in-fact, with full power of substitution, and with full power to each of them, to sign for me and in my name in the appropriate capacities, all Registration Statements of the Funds on Form N-1A, any and all subsequent Amendments, or Post-Effective Amendments to said Registration Statement on Form N-1A or any successor thereto, and any supplements or other instruments in connection therewith, and generally to do all such things in my name and behalf in connection therewith as said attorneys-in-fact deem necessary or appropriate, to comply with the provisions of the Securities Act of 1933 and the Investment Company Act of 1940 as amended, and all related requirements of the U. S. Securities and Exchange Commission.  I hereby ratify and confirm all that said attorneys-in-fact or their substitutes may do or cause to be done by virtue hereof.

EXECUTED at Burlington, VT, this 7th day of August, 2008.
(City, State)


/s/ Gail L. Neale
Gail L. Neale, Board member
POWER OF ATTORNEY

I, Henry E. Riggs, the undersigned Board member of the following registered investment companies (collectively, the “Funds”):

American Balanced Fund, Inc. (File No. 002-10758, File No. 811-00066)
Fundamental Investors, Inc. (File No. 002-10760, File No. 811-00032)
The Growth Fund of America, Inc. (File No. 002-14728, File No. 811-00862)
The Income Fund of America, Inc. (File No. 002-33371, File No. 811-01880)
International Growth and Income Fund, Inc. (File No. 333-152323, File No. 811-22215)

hereby revoke all previous powers of attorney I have signed and otherwise act in my name and behalf in matters involving the Funds and do hereby constitute and appoint

Vincent P. Corti
Chad L. Norton
Patrick F. Quan
Kimberly S. Verdick
Steven I. Koszalka
Tanya Schneider
Courtney R. Taylor
Jennifer M. Buchheim
Jeffrey P. Regal

each of them singularly, my true and lawful attorneys-in-fact, with full power of substitution, and with full power to each of them, to sign for me and in my name in the appropriate capacities, all Registration Statements of the Funds on Form N-1A, any and all subsequent Amendments, or Post-Effective Amendments to said Registration Statement on Form N-1A or any successor thereto, and any supplements or other instruments in connection therewith, and generally to do all such things in my name and behalf in connection therewith as said attorneys-in-fact deem necessary or appropriate, to comply with the provisions of the Securities Act of 1933 and the Investment Company Act of 1940 as amended, and all related requirements of the U. S. Securities and Exchange Commission.  I hereby ratify and confirm all that said attorneys-in-fact or their substitutes may do or cause to be done by virtue hereof.

EXECUTED at Stanford, CA, this 11th day of August, 2008.
(City, State)


/s/ Henry E. Riggs
Henry E. Riggs, Board member
POWER OF ATTORNEY

I, Patricia K. Woolf, the undersigned Board member of the following registered investment companies (collectively, the “Funds”):

American Balanced Fund, Inc. (File No. 002-10758, File No. 811-00066)
Fundamental Investors, Inc. (File No. 002-10760, File No. 811-00032)
The Growth Fund of America, Inc. (File No. 002-14728, File No. 811-00862)
The Income Fund of America, Inc. (File No. 002-33371, File No. 811-01880)
International Growth and Income Fund, Inc. (File No. 333-152323, File No. 811-22215)
The New Economy Fund  (File No. 002-83848, File No. 811-03735)
SMALLCAP World Fund, Inc. (File No. 033-32785, File No. 811-05888)

hereby revoke all previous powers of attorney I have signed and otherwise act in my name and behalf in matters involving the Funds and do hereby constitute and appoint

Vincent P. Corti
Chad L. Norton
Patrick F. Quan
Kimberly S. Verdick
Steven I. Koszalka
Tanya Schneider
Courtney R. Taylor
Jennifer M. Buchheim
David A. Pritchett
Jeffrey P. Regal

each of them singularly, my true and lawful attorneys-in-fact, with full power of substitution, and with full power to each of them, to sign for me and in my name in the appropriate capacities, all Registration Statements of the Funds on Form N-1A, any and all subsequent Amendments, or Post-Effective Amendments to said Registration Statement on Form N-1A or any successor thereto, and any supplements or other instruments in connection therewith, and generally to do all such things in my name and behalf in connection therewith as said attorneys-in-fact deem necessary or appropriate, to comply with the provisions of the Securities Act of 1933 and the Investment Company Act of 1940 as amended, and all related requirements of the U. S. Securities and Exchange Commission.  I hereby ratify and confirm all that said attorneys-in-fact or their substitutes may do or cause to be done by virtue hereof.

EXECUTED at Princeton, NJ, this 6th day of August, 2008.
(City, State)


/s/ Patricia K. Woolf
Patricia K. Woolf, Board member